Terms and Conditions
These Terms and Conditions (“Terms”) govern access to and use of services provided by Crystal Orion LLP (“Company”, “we”, “our”, or “us”), including mobile app strategy, UX/UI design, iOS and Android development, integration, App Store and Google Play launch support, operation of our own mobile applications (“Company Apps”), and related consulting services.
1. Acceptance of Terms
By requesting a proposal, submitting an enquiry, signing a proposal, statement of work, purchase order, or otherwise using our services or Company Apps, you (“Client”, “you”, or “your”) agree to these Terms. If acting for an entity, you represent that you have authority to bind it.
2. Scope of Services and Products
The scope of partner services is defined in a written proposal, statement of work (“SOW”), or master services agreement (“MSA”). Items not expressly included are outside scope and may require a change request and additional fees. These Terms also apply generally to Company Apps. Where product-specific terms or a signed agreement conflict with these Terms, the more specific signed terms control.
3. Estimates and Timelines
Estimates are good-faith projections, not guarantees. Timelines depend on timely Client feedback, approvals, assets, platform reviews, and third-party dependencies. Delivery dates may move where requirements change, inputs are delayed, or events outside our reasonable control intervene.
4. Client Responsibilities
- Provide complete and accurate requirements, information, and timely approvals.
- Provide assets, credentials, access, legal text, and compliance inputs required for delivery.
- Ensure Client-provided content and instructions may lawfully be used.
- Designate an authorised project contact for decisions.
5. Changes and Out-of-Scope Work
Requests changing scope, architecture, features, integrations, timelines, deliverable format, or support may be treated as change requests. We may pause affected work until revised scope, fees, and timing are approved in writing.
6. Fees, Billing, and Taxes
Fees, milestones, billing schedules, and payment terms are defined in the applicable agreement. Invoices are payable in full by the stated due date. Company Apps may include paid plans, subscriptions, or purchases processed under the terms of an app store or payment provider. Client is responsible for applicable taxes and governmental charges, excluding taxes on our net income.
7. Late Payment and Suspension
Where permitted by law, overdue amounts may incur reasonable late fees. We may suspend services until outstanding amounts are paid. Suspension does not waive payment obligations and may affect timelines.
8. Refund Policy
Unless a signed agreement or product-specific policy expressly states otherwise, fees for completed work, time allocated, and reserved delivery capacity are non-refundable. Any discretionary commercial credit requires our written approval. See our Refund Policy for further details.
9. Intellectual Property
Each party retains its pre-existing intellectual property. Subject to full payment, ownership of project-specific final deliverables transfers only to the extent stated in the signed agreement. We retain our background technology, reusable frameworks, methods, templates, know-how, and tooling. Where embedded in a deliverable, they are licensed non-exclusively for that deliverable’s intended business purpose. Company Apps and their branding remain our property unless expressly licensed otherwise.
10. Third-Party Materials
Deliverables may use third-party software, APIs, SDKs, services, assets, or open-source components governed by their own terms. Client is responsible for obligations applicable to its use of those components.
11. Confidentiality
Each party will protect non-public information received from the other with reasonable care, use it only for the relevant engagement, and disclose it only to people who need it and are subject to confidentiality obligations. This does not cover information lawfully public, independently developed, or rightfully obtained without restriction.
12. Data Protection
Where we process personal data for a Client, the parties will cooperate on appropriate contractual and technical safeguards. Client remains responsible for the legal basis, notices, consents, and compliance obligations concerning data it provides.
13. Warranties and Disclaimers
We will perform services in a professional and workmanlike manner consistent with generally accepted industry practices. Except for that commitment, services, deliverables, and Company Apps are provided “as is” and “as available”. To the maximum extent permitted by law, we disclaim other express or implied warranties, including merchantability, fitness for a particular purpose, non-infringement, and uninterrupted or error-free operation.
14. Limitation of Liability
To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or loss of profit, revenue, data, goodwill, or business interruption. Total cumulative liability arising from partner services will not exceed amounts paid or payable under the applicable SOW during the twelve months before the event giving rise to the claim.
15. Indemnification
Client will indemnify and hold harmless the Company and its personnel from third-party claims, losses, and expenses arising from Client content, instructions, materials, or breach of these Terms or applicable law.
16. Termination
Either party may terminate an active engagement for an uncured material breach after written notice and a commercially reasonable cure period. Client remains responsible for work performed, commitments made, and approved expenses through the termination date.
17. Force Majeure
Neither party is liable for delay or failure caused by circumstances beyond reasonable control, including natural disasters, government action, labour disruption, infrastructure outages, and third-party cyber incidents.
18. Publicity
Unless a signed agreement prohibits it, we may identify a Client’s name and logo in factual client lists. Detailed case studies, metrics, or confidential information require prior approval.
19. Governing Law and Disputes
These Terms are governed by the applicable law agreed in the signed project agreement. The parties will first attempt good-faith negotiation. Nothing prevents either party from seeking urgent injunctive or equitable relief.
20. Miscellaneous
These Terms and signed project documents form the complete agreement for the relevant services. Signed SOW or MSA terms prevail over these general Terms. If a provision is unenforceable, the remainder continues in effect. Failure to enforce a right is not a waiver.
21. Contact
Questions about these Terms may be sent to services@crystalorion.com.