Terms of Service
1. Introduction
This Terms of Service Agreement (the "Agreement") constitutes a legally binding agreement between Sprike LLC, a limited liability company organized under the laws of the State of Delaware ("Sprike," "Company," "we," "us," or "our"), and the client ("Client" or "you"), whether personally or on behalf of an entity, regarding your access and use of our website: https://sprike.co (the "Website") and any services provided by Sprike (the "Services"). By accessing and using our Website and Services, you agree to abide by these Terms. If you do not agree to these Terms, you must immediately discontinue use of our Website and Services.
2. Services
Sprike provides software development services on a per-project basis or via a monthly retainer model. The scope of each engagement is defined in separate agreements or proposals between Sprike and the Client.
3. Ownership of Work
All intellectual property rights, including but not limited to source code, software, designs, documentation, and related materials created by Sprike for the Client, shall be transferred to the Client upon full payment of agreed fees. Sprike retains the right to showcase completed work in portfolios and marketing materials unless otherwise agreed in writing.
4. Payments and Billing
Clients must pay all fees as outlined in the agreed proposal or subscription plan. Monthly retainers are billed at the start of each billing cycle and must be paid in advance. Late payments may result in service suspension or termination. Refunds are not offered except at the sole discretion of Sprike.
5. Client Responsibilities
By using our Services, you represent and warrant that you have the legal capacity and authority to enter into this Agreement. You also agree to provide necessary project materials, feedback, and cooperation to enable timely completion. Furthermore, you agree not to use our Services for illegal or unauthorized purposes and not to attempt to reverse engineer, modify, or exploit any proprietary tools used by Sprike.
6. Prohibited Activities
Clients shall not misuse or exploit Sprike’s proprietary tools or methods. Additionally, clients shall not share, resell, or distribute any deliverables from Sprike without prior authorization. Engaging in conduct that is fraudulent, deceptive, or otherwise unlawful is strictly prohibited. Clients must also refrain from violating any applicable laws, regulations, or third-party rights.
7. Confidentiality
Both parties agree to keep confidential any proprietary or sensitive information exchanged during the course of working together. This includes, but is not limited to, trade secrets, technical data, business strategies, and non-public client data. Confidentiality obligations shall survive the termination of this Agreement.
8. Third-Party Integrations
Sprike may integrate third-party software or APIs into Client’s projects. The Client is responsible for obtaining necessary licenses and complying with third-party terms.
9. Termination and Cancellation
Clients on a monthly retainer may cancel at any time. Sprike reserves the right to terminate services immediately in cases of non-payment, misuse of services, or breach of this Agreement. Upon termination, all outstanding balances must be settled, and no further services will be rendered.
10. Limitation of Liability
To the maximum extent permitted by law, Sprike, its affiliates, employees, and contractors shall not be liable for any indirect, incidental, special, consequential, or punitive damages. Additionally, Sprike shall not be liable for any loss of data, revenue, or profits arising from the use of our Services. Errors, delays, or disruptions caused by third-party service providers shall not be the responsibility of Sprike.
11. Indemnification
The Client agrees to indemnify, defend, and hold harmless Sprike from any claims, damages, or liabilities arising from the Client’s use of the Services. This indemnification also applies to any breach of any term in this Agreement. Furthermore, the Client shall indemnify Sprike against any third-party claims related to intellectual property infringement due to Client-provided materials.
12. Dispute Resolution and Governing Law
This Agreement shall be governed by the laws of the State of Delaware. Any disputes shall be resolved through binding arbitration in Delaware, and the parties waive any right to bring claims in a court of law except for enforcing an arbitration decision.
13. Modifications
Sprike reserves the right to modify these Terms at any time.
14. Privacy Policy
By using our Services, you agree to our Privacy Policy, which outlines how we collect, use, and protect Client data. Our Privacy Policy can be found at https://sprike.co/privacy.
15. Electronic Communications and Signatures
The Client consents to receive electronic communications from Sprike and agrees that all electronic agreements, notices, and other communications satisfy any legal requirement that such communications be in writing.
16. Contact Information
For any questions or concerns about these Terms, please contact us at:
Sprike LLC
8 The Green, STE R
Dover, DE 19901
United States
Email: hello@sprike.co
Website: https://sprike.co
By using our Services, you acknowledge that you have read, understood, and agreed to these Terms of Service.