TERMS OF SERVICE
Standard Client Agreement
EFFECTIVE DATE: FEBRUARY 12, 2026
ENTITY: RAPTOR TECH (NICHOLAS PAVLINSKY), WELLINGTON, FL
1. SCOPE OF SERVICES
Raptor Tech ("Developer") agrees to provide software development, web design, AI implementation, and consulting services ("Services") to the Client as outlined in the specific project proposal, invoice, or Statement of Work (SOW). These Terms apply to all projects unless explicitly superseded by a separate written agreement.
2. PAYMENT TERMS
- Project-Based Work: Unless otherwise specified in the SOW, a non-refundable deposit of 50% of the estimated project total is required to schedule and commence work. The remaining 50% balance is due immediately upon completion and delivery of the project, prior to the transfer of final administrative credentials or code ownership.
- Hourly Consulting: Invoices for hourly services are generated weekly or monthly and are due upon receipt.
- Retainers: Monthly maintenance or retainer fees are billed in advance on the 1st of each month.
- Late Fees: Invoices not paid within 14 days of the due date are subject to a late fee of 5% per month or the maximum permitted by Florida law.
3. INTELLECTUAL PROPERTY & CODE OWNERSHIP
- Conditional Transfer: Developer retains full ownership of all code, designs, graphics, and intellectual property created during the project until full and final payment has been received.
- Upon Full Payment: Once the final balance is paid, Developer grants Client an exclusive, perpetual license to use, modify, and display the custom code and designs created for the project.
- Raptor Tech IP: Developer retains the right to reuse generic code snippets, libraries, and development tools that do not contain Client’s proprietary data or branding.
4. WARRANTY & SUPPORT
30-Day Bug Fix Window: Developer provides a 30-day warranty period commencing on the date of project launch/delivery. During this time, Developer will fix any bugs or errors in the code created by Raptor Tech at no additional cost.
Exclusions: This warranty does not cover issues caused by:
- Changes made to the code by the Client or third parties.
- Updates to third-party plugins, APIs, or hosting environments (e.g., a WordPress or browser update breaking a feature).
- Scope creep (requests for new features not in the original SOW).
5. ARTIFICIAL INTELLIGENCE (AI) DISCLAIMER
- Nature of Technology: Client acknowledges that Services may involve the use of Generative AI, Large Language Models (LLMs), and autonomous agents.
- No Guarantee of Accuracy: AI technologies are probabilistic and may produce "hallucinations," factual errors, or unpredictable outputs. Developer makes no warranty regarding the accuracy, reliability, or completeness of content generated by AI models.
- Liability Waiver: Developer is not liable for any damages, legal issues, or financial losses resulting from the Client's use of AI-generated content or decisions made based on AI advice. Client is responsible for human review of all AI outputs.
6. CLIENT OBLIGATIONS
- Assets & Access: Client agrees to provide all necessary text, images, credentials, and feedback in a timely manner. Delays in providing these assets will extend the project timeline.
- Approvals: Client is responsible for final proofreading and approval of all content prior to launch.
7. TERMINATION & CANCELLATION
- Project Cancellation: If Client cancels a project after work has begun, the 50% deposit is forfeited. If the work completed exceeds the deposit amount, Client will be billed for the difference at the standard hourly rate ($200/hr).
- Retainer Cancellation: Ongoing maintenance or retainer agreements may be cancelled by either party with 30 days' written notice.
8. LIMITATION OF LIABILITY
To the maximum extent permitted by law, Raptor Tech’s liability for any claim arising out of this agreement, whether in contract, tort, or otherwise, shall be limited to the total amount of fees actually paid by the Client to Developer for the specific project or service giving rise to the claim. In no event shall Developer be liable for lost profits, data loss, or incidental damages.
9. GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. Any disputes arising under this Agreement shall be resolved in the courts of Palm Beach County, Florida.