TERMS OF SERVICE 

All projects are governed by a written proposal, Statement of Work (SOW), and/or service agreement approved by both parties.

Project proposals outline the scope of work, deliverables, estimated timelines, fees, assumptions, and commercial terms applicable to a specific project. Any proposal, quotation, or estimate provided by Capi Product is intended solely for the referenced project and may not be reused for other purposes.

A project shall be considered officially commenced only after:

Any modification to the agreed scope, deliverables, timeline, or requirements may require a written change request, revised proposal, contract amendment, or additional fees.

No verbal agreement, email discussion, messaging conversation, or informal communication shall be deemed to modify the executed agreement unless confirmed in writing by both parties.

Project fees are specified in the applicable proposal, SOW, quotation, or service agreement.

Capi Product primarily operates under the following pricing models:

For fixed-price projects, payment milestones are defined within the relevant agreement. Unless otherwise agreed, milestone-based payments may follow a staged structure such as 30% / 50% / 20%.

Invoices are payable within five (5) business days from the invoice date unless otherwise stated in the applicable agreement.

For international payments:

Late payments may incur interest charges of 0.05% per day on the overdue amount, unless otherwise agreed in writing. Capi Product reserves the right to suspend ongoing work, delay deliverables, or withhold access to project assets until outstanding payments have been received.

Ownership of deliverables shall remain with Capi Product until all applicable fees have been paid in full.

Payments already made for completed work, approved milestones, or time spent under a Time & Materials engagement are non-refundable.

If a Client chooses to cancel a project after commencement, the Client shall remain responsible for payment of all work completed, time incurred, and expenses committed up to the effective cancellation date.

If Capi Product terminates a project for reasons not caused by the Client, any prepaid fees corresponding to work not yet performed shall be refunded on a pro-rata basis.

Where a project is paused due to a lack of feedback, approvals, content, access, or communication from the Client, Capi Product may place the project on hold until the required information is received.

Project inactivity shall not constitute project cancellation unless expressly agreed in writing by both parties.

Unless explicitly stated otherwise in a proposal or agreement, project fees do not include third-party products, subscriptions, licenses, or external services. Examples include, but are not limited to:

Where required for project execution, such costs shall either be:

Costs relating to approved AI tools, external vendors, specialist contractors, or third-party implementation partners may be included within project pricing when expressly specified in the proposal or agreement.

Capi Product is not responsible for pricing changes, service interruptions, policy changes, or availability issues arising from third-party providers.

Project timelines, milestones, and estimated delivery dates will be outlined in the applicable proposal, Statement of Work (SOW), or project agreement.

All timelines are estimates based on the information available at the time of project commencement and assume timely collaboration from the Client.

Project schedules may be adjusted if:

Any delay caused by the Client may result in corresponding adjustments to project timelines and delivery schedules.

Where applicable, milestone completion dates shall be determined based on the Agency's submission of deliverables and the Client's timely review and approval.

Unless otherwise specified in the project proposal or agreement, project fees include up to three (3) rounds of revisions for each agreed deliverable or milestone.

A revision is defined as a modification to previously approved work that remains within the agreed scope of the project.

The following shall be considered additional work and may incur additional fees:

The Agency reserves the right to assess additional work separately and provide a revised estimate or change request prior to implementation.

The Client agrees to:

The Client acknowledges that delays in communication, approvals, or delivery of required materials may impact project timelines.

The Agency shall not be responsible for inaccuracies, delays, or issues arising from incomplete, incorrect, or outdated information provided by the Client.

The Client shall review all submitted deliverables and provide approval, rejection, or revision requests within fifteen (15) business days of delivery, unless otherwise agreed in writing.

If no feedback, approval, or revision request is received within the review period, the deliverable may be deemed accepted and approved.

Upon approval or deemed acceptance:

Final project files, source files, credentials, or ownership transfer deliverables (where applicable) will be released upon receipt of all outstanding payments.

Unless otherwise agreed in writing, all intellectual property rights, including copyrights, design rights, source files, concepts, methodologies, frameworks, templates, and proprietary processes developed by Capi Product prior to or independently of the Project shall remain the exclusive property of Capi Product.

Upon full payment of all applicable fees, the Client shall receive ownership of the final approved Deliverables specifically created for the Project, excluding any third-party materials, licensed assets, pre-existing Agency materials, proprietary tools, frameworks, templates, or components incorporated into the Deliverables.

Where Deliverables contain third-party assets, software, plugins, fonts, stock media, AI-generated content, or licensed materials, ownership and usage rights shall remain subject to the terms and conditions imposed by the respective licensors.

The Agency reserves the right to reuse general knowledge, skills, experience, techniques, workflows, and non-confidential know-how acquired during the Project for future work, provided that no Confidential Information of the Client is disclosed.

Unless otherwise agreed in writing, the Agency may display completed Project work, including screenshots, visual designs, branding assets, publicly available project information, and general project descriptions in its portfolio, website, social media channels, marketing materials, proposals, award submissions, and case studies.

The Agency agrees not to disclose the Client's Confidential Information, proprietary business data, internal documentation, unreleased product features, or any information expressly designated as confidential.

Where the Project is subject to confidentiality restrictions, non-disclosure obligations, or pre-launch requirements, the Agency shall delay publication until such restrictions have expired or written approval has been obtained from the Client.

The Client may request reasonable limitations regarding the timing or scope of portfolio publication, provided such restrictions are agreed upon in writing before publication.

Each party agrees to take reasonable administrative, technical, and organizational measures to protect Confidential Information, personal data, account credentials, and other sensitive information exchanged during the Project.

The Agency shall access, use, store, and process Client data solely for the purpose of performing the agreed services and fulfilling its contractual obligations.

The Agency will not knowingly disclose, sell, transfer, or share Client Confidential Information with third parties except:

The Client acknowledges that the Agency may utilize third-party software platforms, cloud services, communication tools, project management systems, AI tools, or hosting providers in the ordinary course of business. Such providers shall maintain their own data protection and security practices, for which the Agency shall exercise reasonable vendor selection but cannot guarantee uninterrupted security or service availability.

Upon reasonable request and subject to legal, contractual, and operational requirements, the Agency will take commercially reasonable steps to delete or return Client-provided Confidential Information following completion or termination of the Project.

The Agency's total liability under any agreement shall not exceed the total amount paid by the Client for the project in question. The Agency shall not be liable for any indirect, incidental, or consequential damages, including loss of revenue, loss of data, or loss of business opportunity, arising from the use of the deliverables.

The Agency warrants that all work will be produced with professional skill and care. However, the Agency makes no guarantee of specific business outcomes, including but not limited to increased traffic, revenue growth, or search engine rankings.

The Client agrees to indemnify and hold the Agency harmless from any claims, damages, or costs arising from materials provided by the Client that infringe on a third party's intellectual property rights. The Agency agrees to indemnify the Client against any claims arising directly from the Agency's own negligence or misconduct.

Neither party shall be held liable for failure to meet obligations due to circumstances beyond their reasonable control, including but not limited to natural disasters, pandemics, war, government actions, or major infrastructure failures. The affected party must notify the other in writing as soon as reasonably possible.

Notice: These Terms of Service are subject to periodic updates. Where material changes are made, we will notify users as promptly as reasonably possible through appropriate channels (e.g. website notice or email). Continued use of our services following such updates constitutes acceptance of the revised terms.

Last updated: [Jun, 2026]

Capi Product