Terms of Service

Last updated: May 30, 2026

These Terms of Service (“Terms”) govern your access to and use of the services provided by Judea Software (“Judea Software,” “we,” “us,” or “our”), including website design and development, software development, web hosting, website maintenance, consulting, and related services (collectively, the “Services”). By engaging our Services, you agree to be bound by these Terms.

1. Acceptance of Terms

By using, accessing, or placing an order for any of our Services, you confirm that you have read, understood, and agree to these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity. If you do not agree to these Terms, do not use our Services.

2. Services

Judea Software provides the following categories of services:

• Website Design & Development — Custom website and web application design, front-end and back-end development.
• Mobile App Development — Native and cross-platform mobile applications.
• Infrastructure & Hosting — Web server hosting, domain services, SSL certificates, email, and related infrastructure.
• Website Care Plans — Ongoing maintenance, updates, security patching, monitoring, and change request fulfillment.
• AI Feature Integration — Implementation of AI-powered features and integrations.
• Technology Consulting — Strategic technical advice, planning, and recommendations.

The specific services, deliverables, timelines, and pricing for each engagement are defined in a separate project proposal, statement of work, or order confirmation (“Project Agreement”). In the event of a conflict between a Project Agreement and these Terms, the Project Agreement controls.

3. Project Scope and Changes

3.1 Scope Definition. The scope of each project is defined in the applicable Project Agreement. Any work outside that defined scope constitutes a change request.

3.2 Change Requests. Changes to project scope, features, or timelines must be submitted in writing and agreed to by both parties before additional work begins. Additional charges will apply to out-of-scope work.

3.3 Estimates. All timelines and cost estimates provided by Judea Software are good-faith projections only and are not binding guarantees. Judea Software shall not be liable for delays caused by client feedback delays or unavailability, scope changes, third-party service failures, force majeure, or other circumstances outside our reasonable control.

3.4 Client Cooperation. Timely delivery depends on client cooperation. If client delays cause a project to stall for more than 30 days, Judea Software reserves the right to reschedule work, reprioritize, or apply a restart fee before resuming.

4. Payment Terms

4.1 Fees. You agree to pay all fees as specified in your Project Agreement or billing confirmation. All prices are in US Dollars unless otherwise stated.

4.2 Invoices. Invoices are due upon receipt unless otherwise stated in writing. Overdue balances accrue a late fee of 1.5% per month, or the maximum rate permitted by applicable law, whichever is lower.

4.3 Suspension for Non-Payment. Judea Software reserves the right to suspend or terminate Services for any account with an overdue balance after providing reasonable notice. Suspended hosting services may result in website downtime, for which Judea Software bears no liability.

4.4 No Refunds. All fees paid for completed work and active service periods (including hosting subscription months already begun) are non-refundable unless otherwise agreed in writing or required by applicable law.

4.5 Disputed Charges. You must notify us in writing of any billing dispute within 30 days of the invoice date. Failure to do so constitutes acceptance of the charge.

4.6 Taxes. You are responsible for all applicable sales, use, VAT, GST, or other taxes imposed on the Services, except taxes on Judea Software’s own net income.

5. Client Responsibilities

You are solely responsible for:

• Providing accurate, complete, and timely information, content, and feedback necessary for us to perform the Services.
• Ensuring that all materials, content, images, trademarks, data, or other assets you provide do not infringe any intellectual property, privacy, or other third-party rights, and comply with all applicable laws.
• Maintaining your own independent backups of all data and content, whether provided to us or stored on our infrastructure. Judea Software’s backups are not a substitute for your own data protection measures.
• Obtaining all necessary rights, licenses, and permissions for third-party content or services you request us to incorporate.
• Complying with all applicable laws governing your business, website, and content published through our Services.
• Keeping your account credentials and access information confidential and notifying us immediately of any suspected unauthorized access.

6. Intellectual Property

6.1 Client Content. You retain all intellectual property rights in content and materials you provide to Judea Software.

6.2 Deliverables. Upon receipt of full payment for a project, Judea Software assigns to you all intellectual property rights in the custom work product created specifically and solely for that project.

6.3 Pre-Existing IP. Judea Software retains all rights to its pre-existing tools, frameworks, libraries, templates, methodologies, processes, and general-purpose code developed independently of your project (“Background IP”). To the extent Background IP is incorporated into your deliverables, Judea Software grants you a non-exclusive, perpetual, royalty-free license to use it as incorporated in those deliverables.

6.4 Third-Party Components. Deliverables may incorporate open-source software or third-party components governed by their own licenses. You are responsible for compliance with those licenses in your use of the deliverables.

6.5 Portfolio. Unless you request otherwise in writing before project completion, Judea Software may display completed work in its portfolio and marketing materials.

7. Third-Party Services

Our Services may integrate with or depend on third-party services, including but not limited to payment processors, cloud infrastructure providers, domain registrars, analytics providers, AI platforms, and email services. Judea Software does not warrant the performance, availability, accuracy, or security of any third-party service and is not liable for any failures, outages, data loss, price changes, or security breaches caused by third parties.

8. Hosting Services

8.1 Uptime. Judea Software makes commercially reasonable efforts to maintain server availability but does not guarantee uninterrupted, error-free, or completely secure service. Scheduled maintenance, third-party infrastructure failures, and events beyond our control may cause downtime for which Judea Software bears no liability.

8.2 Backups. While Judea Software performs regular backups as included in hosting plans, these backups are provided on a best-effort basis and are not guaranteed to be complete or current. You are solely responsible for maintaining your own independent backups of all data and content. Judea Software shall not be liable for any data loss regardless of the cause.

8.3 Acceptable Use. You may not use our hosting services to: distribute malware or harmful code; send unsolicited bulk commercial email (spam); host illegal content; infringe any intellectual property or privacy rights; engage in unauthorized access to any systems; consume excessive server resources; or violate any applicable law or regulation. Judea Software may suspend or terminate hosting immediately and without notice for any violation of this section.

8.4 Resource Limits. Your use of server resources must remain within the limits of your plan. Excessive usage may result in service throttling, overage charges, or termination at Judea Software’s discretion.

9. Disclaimer of Warranties

10. Limitation of Liability

11. Indemnification

You agree to defend, indemnify, and hold harmless Judea Software, its owners, officers, employees, contractors, and affiliates from and against any and all claims, demands, proceedings, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use of or inability to use the Services; (b) your breach or alleged breach of these Terms; (c) your violation of any applicable law or regulation; (d) any content, materials, or data you provide to us or publish through the Services; (e) any claim that your content, products, or business infringes or misappropriates any third-party intellectual property, privacy, or other right; or (f) any dispute between you and a third party. Judea Software reserves the right to assume the exclusive defense of any matter subject to indemnification by you, in which event you agree to cooperate with Judea Software in asserting any available defenses.

12. Confidentiality

Each party agrees to keep confidential any non-public information disclosed by the other party that is marked as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure (“Confidential Information”). Neither party will use the other’s Confidential Information except as necessary to perform its obligations under these Terms. This obligation does not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was rightfully known to the receiving party before disclosure without restriction; (c) is independently developed by the receiving party without use of the Confidential Information; or (d) is required to be disclosed by applicable law or court order, provided that reasonable prior written notice is given to the disclosing party to the extent permitted by law.

13. Termination

13.1 Termination by You. You may terminate any ongoing Service by providing 30 days’ written notice to Judea Software. You remain responsible for all fees incurred through the end of the notice period, including any hosting or care plan charges.

13.2 Termination by Us. Judea Software may terminate or suspend Services: (a) immediately and without notice for non-payment, violation of these Terms, illegal conduct, or Acceptable Use violations; or (b) for any other reason upon 30 days’ written notice to you.

13.3 Effect of Termination. Upon termination, your right to access and use the terminated Services ceases immediately. You remain responsible for all outstanding fees. Upon written request received within 30 days of the termination date, Judea Software will make reasonable efforts to provide you access to your data and files. After 30 days from termination, Judea Software has no obligation to retain your data and may delete it.

13.4 Survival. The following sections survive any termination of these Terms: 6 (Intellectual Property), 9 (Disclaimer of Warranties), 10 (Limitation of Liability), 11 (Indemnification), 12 (Confidentiality), 13.3, 13.4, and 15 (Governing Law).

14. Modifications to Terms

Judea Software reserves the right to modify these Terms at any time. When we make changes, we will update the “Last updated” date at the top of this page. Your continued use of the Services after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Services and notify us of your termination.

15. Governing Law and Disputes

These Terms and any dispute arising out of or relating to them or the Services shall be governed by and construed in accordance with the laws of [YOUR STATE], United States, without regard to its conflict of law provisions. Any legal action or proceeding arising under these Terms shall be brought exclusively in the state or federal courts located in [YOUR STATE], and you irrevocably consent to personal jurisdiction and venue in those courts. The prevailing party in any such action shall be entitled to recover its reasonable attorneys’ fees and costs.

16. General Provisions

16.1 Entire Agreement. These Terms, together with any applicable Project Agreement, constitute the entire agreement between you and Judea Software with respect to the Services and supersede all prior or contemporaneous understandings, agreements, negotiations, representations, and warranties.

16.2 Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible, and the remaining provisions will continue in full force and effect.

16.3 No Waiver. Judea Software’s failure to enforce any provision of these Terms is not a waiver of its right to do so in the future. No waiver of any provision shall be effective unless made in writing and signed by an authorized representative of Judea Software.

16.4 Assignment. You may not assign or transfer your rights or obligations under these Terms without Judea Software’s prior written consent. Any attempted assignment in violation of this section is void. Judea Software may assign these Terms freely, including in connection with a merger, acquisition, or sale of all or substantially all of its assets.

16.5 Force Majeure. Judea Software shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including natural disasters, acts of government or regulatory authority, power or telecommunications failures, internet outages, pandemics, or labor disputes. Judea Software will notify you promptly of any such event and will resume performance as soon as reasonably practicable.

16.6 Notices. Notices to Judea Software under these Terms must be sent to [email protected]. Notices are effective upon confirmed receipt. We may send notices to the email address associated with your account.

16.7 Relationship of Parties. The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Judea Software.