Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms," "Agreement") constitute a legally binding agreement between you ("Client," "you," or "your") and Result Maxima, a digital design and development studio headquartered in Brooklyn, New York, United States ("Result Maxima," "Company," "we," "us," or "our"). These Terms govern your access to and use of our website located at resultmaxima.com (the "Website"), our professional services, and any other products, content, features, technologies, or functions offered by us.

BY ACCESSING OR USING OUR WEBSITE, SUBMITTING INQUIRIES, ENGAGING OUR SERVICES, OR OTHERWISE INTERACTING WITH OUR BUSINESS, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS, INCLUDING ALL TERMS, CONDITIONS, AND POLICIES INCORPORATED HEREIN BY REFERENCE. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, ORGANIZATION, OR OTHER LEGAL ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS.

If you do not agree to these Terms, you must not access or use our Website or services. Your continued use of our Website and services following the posting of any changes to these Terms will be deemed your acceptance of such changes.

We reserve the right, in our sole discretion, to modify, update, or revise these Terms at any time. Any changes will be effective immediately upon posting on our Website, with an updated "Last Updated" date. For material changes, we will provide notice through the Website or via email. Your continued use of our services after any modifications indicates your acceptance of the updated Terms.

2. Definitions

For purposes of these Terms of Service, the following definitions shall apply:

• "Agreement" means these Terms of Service, together with any project proposals, statements of work, service agreements, and other documents incorporated by reference.
• "Client" means the individual, company, or entity engaging Result Maxima for professional services or using our Website.
• "Client Materials" means all content, data, information, documents, images, logos, trademarks, and other materials provided by Client to Result Maxima for use in connection with the Services.
• "Confidential Information" means any non-public information disclosed by either party to the other, whether orally, in writing, or by inspection of tangible objects, that is designated as confidential or that reasonably should be understood to be confidential.
• "Deliverables" means all work product, designs, code, content, and other materials created by Result Maxima for Client pursuant to the Services.
• "Fees" means all amounts payable by Client to Result Maxima for the Services, as set forth in the applicable project proposal or service agreement.
• "Intellectual Property Rights" means all patents, copyrights, trademarks, trade secrets, and other proprietary rights.
• "Project" means a specific engagement for Services as described in a project proposal, statement of work, or service agreement.
• "Services" means the professional services provided by Result Maxima, including but not limited to web design, web development, brand strategy, digital product design, e-commerce development, and consulting services.
• "Third-Party Materials" means software, content, or other materials owned by third parties that are incorporated into the Deliverables.
• "Website" means resultmaxima.com and all associated subdomains, applications, and platforms.

3. Description of Services

Result Maxima is a professional digital design and development studio providing comprehensive creative and technical services to businesses and individuals worldwide. Our services include, but are not limited to:

3.1 Web Design and Development

Custom website design, front-end and back-end development, responsive design implementation, content management system (CMS) integration, web application development, website maintenance and support, performance optimization, and accessibility compliance.

3.2 Brand Strategy and Identity

Brand strategy development, visual identity design, logo design, brand guidelines creation, brand positioning, messaging and voice development, and brand collateral design.

3.3 Digital Product Design

User experience (UX) design, user interface (UI) design, prototyping and wireframing, design systems creation, mobile application design, and product strategy consulting.

3.4 E-Commerce Solutions

E-commerce platform development, online store design, payment gateway integration, inventory management systems, shopping cart optimization, and conversion rate optimization.

3.5 Consulting and Strategy

Digital strategy consulting, technology consulting, UX audits, competitive analysis, market research, and strategic planning services.

The specific scope, timeline, deliverables, and terms of each engagement will be defined in a separate project proposal, statement of work, or service agreement, which will be incorporated into and form part of these Terms.

4. Eligibility

To access our Website or engage our Services, you must:

• Be at least 18 years of age or the age of legal majority in your jurisdiction
• Have the legal capacity to enter into binding contracts
• Not be prohibited from receiving services under applicable law
• If acting on behalf of an organization, have authority to bind that organization to these Terms
• Provide accurate, complete, and current information as requested
• Comply with all applicable local, state, national, and international laws and regulations

We reserve the right to refuse service, terminate accounts, or cancel engagements at our sole discretion, including if we reasonably believe that your conduct violates these Terms or applicable law, or is harmful to our interests, other users, or third parties.

5. User Accounts

If you create an account or are provided with credentials to access client portals, project management systems, or other restricted areas of our services:

• You are responsible for maintaining the confidentiality of your account credentials
• You agree to notify us immediately of any unauthorized access or use of your account
• You are responsible for all activities that occur under your account
• You agree not to share your credentials with third parties without our authorization
• We are not liable for any loss or damage arising from unauthorized use of your account

6. Service Engagement Process

6.1 Project Proposals

Upon receipt of your inquiry, we will prepare a project proposal outlining the scope of services, deliverables, timeline, fees, and terms specific to your project. Project proposals are valid for 30 days from the date of issuance unless otherwise specified. Acceptance of a proposal must be in writing (including electronic acceptance) and may require payment of a deposit.

6.2 Statements of Work

For complex projects, we may prepare a Statement of Work (SOW) providing detailed specifications, milestones, acceptance criteria, and other project-specific terms. Each SOW will be incorporated into and subject to these Terms.

6.3 Project Changes

Any changes to the agreed scope of services, deliverables, or timeline ("Change Orders") must be agreed upon in writing by both parties. We reserve the right to adjust fees and timelines to accommodate Change Orders. Significant scope changes may require a new proposal or SOW.

6.4 Approval Process

Deliverables requiring Client approval will be submitted for review according to the project timeline. Client agrees to review and provide feedback within the timeframes specified (typically 5 business days unless otherwise agreed). Failure to respond within the review period may be deemed approval. We are not responsible for delays caused by Client's failure to provide timely feedback or approvals.

7. Payment Terms

7.1 Fees and Deposits

Fees for Services are as set forth in the applicable project proposal or service agreement. Unless otherwise agreed, a non-refundable deposit of fifty percent (50%) of the total project fee is due upon acceptance of the proposal to secure your project in our schedule. The remaining balance is due according to the payment schedule specified in the proposal, typically upon project completion or at milestone deliveries for larger projects.

7.2 Payment Methods

We accept payment via bank transfer (ACH/wire), credit card, or other payment methods as agreed. Client is responsible for any transaction fees, currency conversion fees, or other charges associated with payment.

7.3 Late Payments

Invoices are due within thirty (30) days of the invoice date unless otherwise specified. Late payments will incur interest at the rate of one and one-half percent (1.5%) per month or the maximum rate permitted by law, whichever is less, calculated from the due date until payment is received. We reserve the right to suspend work on any project for which payment is overdue. Client agrees to pay all costs of collection, including reasonable attorneys' fees, incurred by Result Maxima in collecting overdue amounts.

7.4 Taxes

All fees are exclusive of taxes. Client is responsible for paying all applicable taxes, duties, or government charges (excluding taxes based on Result Maxima's net income) related to the Services.

7.5 Refund Policy

Deposits are non-refundable as they compensate for the opportunity cost of reserving time in our schedule and initial planning work. Fees for completed work are non-refundable. If Client terminates a project prior to completion, Client remains liable for all fees associated with work performed up to the date of termination.

7.6 Currency

All fees are quoted and payable in United States Dollars (USD) unless otherwise specified in writing.

8. Intellectual Property Rights

8.1 Ownership of Deliverables

Upon full payment of all fees due, Result Maxima assigns to Client all rights, title, and interest in and to the final approved Deliverables specifically created for Client, except as otherwise provided herein. This assignment is effective only upon receipt of full payment. Until full payment is received, Result Maxima retains all ownership rights in the Deliverables.

8.2 Retained Rights

Notwithstanding the foregoing, Result Maxima retains all rights in and to:

• Preliminary Works: All preliminary designs, concepts, sketches, drafts, and unused creative materials not incorporated into final approved Deliverables.
• Tools and Methodologies: All tools, templates, methodologies, processes, techniques, and know-how developed or used by Result Maxima, whether before or during the engagement.
• Pre-Existing Materials: Any materials, software, or intellectual property owned by Result Maxima prior to the engagement or developed independently of the engagement.
• Generic Elements: General design techniques, code libraries, and non-custom elements that may be used in other projects.

8.3 Third-Party Materials

Deliverables may incorporate Third-Party Materials, including stock images, fonts, plugins, libraries, and software components. Client's use of such Third-Party Materials is subject to the applicable third-party licenses. Result Maxima will inform Client of any Third-Party Materials requiring separate licensing and associated costs. Client is responsible for obtaining and maintaining necessary licenses for Third-Party Materials.

8.4 Portfolio Rights

Client grants Result Maxima a non-exclusive, perpetual, royalty-free license to display and reference the Deliverables (excluding Confidential Information) in our portfolio, marketing materials, case studies, and award submissions. Client may request exclusion from portfolio use by providing written notice prior to project commencement, which may result in adjusted fees.

8.5 Client Materials

Client retains all ownership rights in Client Materials. Client grants Result Maxima a non-exclusive license to use, reproduce, modify, and display Client Materials solely for the purpose of performing the Services. Client represents and warrants that Client has all necessary rights to provide Client Materials and to grant the foregoing license.

8.6 Source Files

Unless specifically included in the project scope and paid for, source files (including but not limited to design files, layered graphics, and development source code) remain the property of Result Maxima. Source files may be purchased separately upon request.

9. Confidentiality

9.1 Confidential Information

Each party ("Receiving Party") agrees to maintain in confidence and not disclose to any third party any Confidential Information received from the other party ("Disclosing Party") without the Disclosing Party's prior written consent. Confidential Information includes, without limitation, business strategies, financial information, technical data, product plans, customer lists, marketing plans, and any other information that is marked as confidential or would reasonably be understood to be confidential.

9.2 Exceptions

Confidential Information does not include information that:

• Is or becomes publicly available through no fault of the Receiving Party
• Was known to the Receiving Party prior to disclosure without confidentiality restrictions
• Is independently developed by the Receiving Party without use of Confidential Information
• Is rightfully obtained from a third party without confidentiality restrictions
• Is required to be disclosed by law, regulation, or court order (with reasonable notice to the Disclosing Party)

9.3 Protection Measures

The Receiving Party agrees to protect Confidential Information using the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care. The Receiving Party may disclose Confidential Information only to its employees, contractors, and agents who need to know such information and who are bound by confidentiality obligations at least as protective as those in this Agreement.

9.4 Duration

Confidentiality obligations shall survive termination of this Agreement and continue for a period of five (5) years from the date of disclosure, unless the Confidential Information constitutes a trade secret, in which case the confidentiality obligations shall continue for as long as the information remains a trade secret.

10. Client Responsibilities

Client agrees to the following responsibilities and covenants:

10.1 Cooperation

Client shall cooperate with Result Maxima and provide timely access to all information, materials, decisions, approvals, and resources reasonably necessary for the performance of the Services. Client understands that delays in providing required materials or feedback may result in corresponding delays in project delivery.

10.2 Materials and Content

Client is responsible for providing all content, including text, images, logos, and other materials required for the project, in formats and within timeframes specified by Result Maxima. Client represents and warrants that:

• Client owns or has the legal right to use all Client Materials
• Client Materials do not infringe any third-party intellectual property rights
• Client Materials do not violate any applicable laws or regulations
• Client has obtained all necessary consents, releases, and permissions for the use of Client Materials

10.3 Accurate Information

Client shall provide accurate and complete information and shall promptly notify Result Maxima of any changes that may affect the Services. Client is responsible for the accuracy of all information provided.

10.4 Single Point of Contact

Client shall designate a single point of contact with authority to make decisions, provide approvals, and communicate on behalf of Client. Changes to the designated contact must be communicated in writing.

10.5 Review and Approval

Client agrees to review all deliverables within the agreed timeframes and provide clear, consolidated feedback. Feedback received from multiple sources without consolidation may result in delays and additional charges.

10.6 Technical Requirements

Client is responsible for ensuring adequate technical infrastructure, hosting environments, domain registrations, and third-party service accounts required for the project, unless otherwise agreed in writing.

11. Warranties and Disclaimers

11.1 Result Maxima Warranties

Result Maxima represents and warrants that:

• Services will be performed in a professional and workmanlike manner consistent with industry standards
• Result Maxima has the right to enter into this Agreement and perform the Services
• To the best of our knowledge, the original work created by Result Maxima will not infringe the intellectual property rights of any third party
• We will comply with all applicable laws in performing the Services

11.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, ALL SERVICES, DELIVERABLES, AND THE WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. RESULT MAXIMA SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

11.3 No Guarantee of Results

Result Maxima does not guarantee or warrant any specific results, outcomes, or business performance from the Services. Without limiting the foregoing, we do not guarantee:

• Any particular search engine ranking, traffic level, or conversion rate
• Any specific increase in sales, leads, or revenue
• That websites will be error-free or uninterrupted
• Compatibility with all devices, browsers, or third-party services
• That security measures will prevent all unauthorized access

11.4 Third-Party Materials

We make no warranties regarding Third-Party Materials incorporated into Deliverables. Client assumes all risk associated with Third-Party Materials, including licensing compliance and functionality.

11.5 Beta and Experimental Features

Any beta, experimental, or preview features are provided without any warranties whatsoever. Client uses such features at their own risk.

12. Limitation of Liability

12.1 Exclusion of Consequential Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RESULT MAXIMA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF RESULT MAXIMA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR IN CONNECTION WITH:

• The use or inability to use our Website or Services
• Any conduct or content of any third party
• Any content obtained from or through our Services
• Unauthorized access, use, or alteration of your transmissions or content
• Any other matter relating to this Agreement or the Services

12.2 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL AGGREGATE LIABILITY OF RESULT MAXIMA AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, AND AFFILIATES FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, SHALL NOT EXCEED THE LESSER OF: (A) THE TOTAL FEES ACTUALLY PAID BY CLIENT TO RESULT MAXIMA FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE CLAIM; OR (B) TEN THOUSAND UNITED STATES DOLLARS ($10,000 USD).

12.3 Essential Basis of the Bargain

The limitations of liability set forth in this section are fundamental elements of the basis of the bargain between Result Maxima and Client. The fees charged by Result Maxima reflect the allocation of risk and the limitation of liability specified herein. Result Maxima would not be able to provide the Services without these limitations.

12.4 Exceptions

Nothing in this Agreement shall limit or exclude liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) breach of confidentiality obligations; or (d) any other liability that cannot be limited or excluded by applicable law.

12.5 Time Limitation

Any claim arising out of or relating to this Agreement must be brought within one (1) year after the cause of action arises, or such claim shall be permanently barred.

13. Indemnification

13.1 Client Indemnification

Client agrees to indemnify, defend, and hold harmless Result Maxima and its officers, directors, employees, agents, contractors, successors, and assigns from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to:

• Client's breach of any representation, warranty, or obligation in this Agreement
• Client Materials or Client's use of Client Materials
• Any claim that Client Materials infringe or misappropriate any intellectual property or other rights of any third party
• Client's use of the Deliverables in a manner not authorized by this Agreement
• Any third-party claims arising from Client's business operations or use of the Services
• Client's violation of any applicable law, regulation, or third-party rights

13.2 Result Maxima Indemnification

Result Maxima agrees to indemnify, defend, and hold harmless Client from and against any third-party claims alleging that the original work created by Result Maxima and incorporated into the final approved Deliverables infringes any copyright, trademark, or trade secret of such third party, provided that: (a) Client promptly notifies Result Maxima in writing of such claim; (b) Client grants Result Maxima sole control of the defense and settlement; and (c) Client provides reasonable assistance at Result Maxima's expense.

13.3 Exclusions from Result Maxima Indemnification

Result Maxima's indemnification obligations shall not apply to claims arising from: (a) Client Materials; (b) Third-Party Materials; (c) modifications made by Client or third parties without Result Maxima's authorization; (d) combination of Deliverables with materials not provided by Result Maxima; or (e) Client's instructions or specifications.

13.4 Sole Remedy

The indemnification obligations set forth in this section state the indemnifying party's sole liability and the indemnified party's exclusive remedy for any claims covered by this section.

14. Termination

14.1 Termination by Client

Client may terminate a project engagement at any time by providing written notice to Result Maxima. Upon termination by Client:

• Client shall pay for all work completed up to the date of termination
• All deposits and payments made are non-refundable
• Result Maxima will provide Client with work completed to date upon payment of all outstanding amounts
• Client shall pay any third-party costs incurred by Result Maxima on Client's behalf

14.2 Termination by Result Maxima

Result Maxima may terminate a project engagement:

• Upon thirty (30) days written notice without cause
• Immediately if Client breaches any material term of this Agreement and fails to cure within fifteen (15) days of written notice
• Immediately if Client fails to pay any amount when due
• Immediately if Client becomes insolvent, files for bankruptcy, or makes an assignment for the benefit of creditors
• Immediately if continued performance would require Result Maxima to violate any applicable law

14.3 Effect of Termination

Upon termination of this Agreement:

• All rights and licenses granted to Client shall immediately terminate (except for fully paid Deliverables)
• Each party shall return or destroy Confidential Information of the other party
• Sections that by their nature should survive termination shall survive, including confidentiality, limitation of liability, indemnification, governing law, and dispute resolution provisions

14.4 Suspension of Services

Result Maxima reserves the right to suspend Services without terminating this Agreement if Client fails to pay any amount when due or otherwise breaches this Agreement. Services will resume upon cure of the breach and payment of any applicable reinstatement fees.

15. Dispute Resolution

15.1 Informal Resolution

The parties agree to attempt to resolve any dispute, controversy, or claim arising out of or relating to this Agreement through good faith negotiations. Before initiating any formal dispute resolution proceeding, the aggrieved party shall provide written notice describing the dispute and proposed resolution. The parties shall meet (in person or by video conference) within thirty (30) days to attempt to resolve the dispute.

15.2 Binding Arbitration

If the parties are unable to resolve the dispute informally within sixty (60) days, any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in New York, New York. Judgment on the award may be entered in any court having jurisdiction.

15.3 Class Action Waiver

THE PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one party's claims and may not otherwise preside over any form of representative or class proceeding.

15.4 Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or Confidential Information.

15.5 Costs

Each party shall bear its own costs and attorneys' fees in any arbitration, except that the arbitrator may award costs and fees to the prevailing party if the arbitrator determines that the other party's position was frivolous or brought in bad faith.

16. Governing Law and Jurisdiction

This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of New York, United States, without regard to its conflict of law principles.

Subject to Section 15 (Dispute Resolution), the parties irrevocably agree that the state and federal courts located in Kings County (Brooklyn), New York shall have exclusive jurisdiction over any dispute or claim arising out of or in connection with this Agreement that is not subject to arbitration.

17. Miscellaneous Provisions

17.1 Entire Agreement

This Agreement, together with any project proposals, statements of work, and other documents expressly incorporated by reference, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.

17.2 Severability

If any provision of this Agreement is held to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable, or if modification is not possible, severed from this Agreement, and the remaining provisions shall continue in full force and effect.

17.3 Waiver

No waiver of any term or condition of this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition. Any failure to enforce any provision of this Agreement shall not constitute a waiver of such provision or the right to enforce it at a later time.

17.4 Assignment

Client may not assign or transfer this Agreement or any rights or obligations hereunder without the prior written consent of Result Maxima. Result Maxima may assign this Agreement to any successor to its business or assets. Any attempted assignment in violation of this section shall be void.

17.5 Independent Contractors

The parties are independent contractors. Nothing in this Agreement shall be construed to create a partnership, joint venture, agency, or employment relationship between the parties.

17.6 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under this Agreement where such failure or delay results from circumstances beyond the party's reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, pandemics, strikes, or failures of third-party services.

17.7 Notices

All notices required or permitted under this Agreement shall be in writing and shall be delivered by email (with confirmation of receipt), certified mail (return receipt requested), or overnight courier to the addresses provided by the parties. Notices shall be deemed given upon receipt.

17.8 Third-Party Beneficiaries

This Agreement does not confer any rights or remedies upon any person or entity other than the parties hereto and their respective successors and permitted assigns.

17.9 Headings

The headings in this Agreement are for convenience only and shall not affect the interpretation of any provision.

17.10 Survival

The following sections shall survive termination or expiration of this Agreement: Definitions, Intellectual Property, Confidentiality, Warranties and Disclaimers, Limitation of Liability, Indemnification, Dispute Resolution, Governing Law, and Miscellaneous Provisions.

18. Contact Information

If you have questions about these Terms of Service, please contact us: