Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the COVA Labs website, products, and services (collectively, the “Services”). By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, do not use the Services.

Not legal advice: This document is a general template provided for convenience. You should consult an attorney to adapt these Terms to your specific business and jurisdiction.

1) Who we are

“COVA Labs,” “we,” “our,” or “us” refers to COVA Labs LLC (or the entity operating this website and Services). Contact: covalabs@gmail.com.

2) Scope of Services

• Client Work: We design and develop websites, web apps, prototypes/MVPs, and related deliverables as described in written proposals, statements of work (“SOWs”), or order forms (collectively, “Order”).
• Our Products: We also build and operate our own products (e.g., apps with subscriptions or other monetization). Access to any such product may be subject to separate terms.
• Third-Party Services: We may integrate or rely on third parties (e.g., hosting, analytics, payment processors). Their terms and privacy policies apply in addition to ours.

3) Proposals, Fees, and Payments

• Estimates & Scope: Each Order defines scope, timeline, and price (fixed fee, milestone, sprint, retainer, or time-and-materials). Work outside the agreed scope requires a written change request and may adjust price and timeline.
• Invoicing: Unless stated otherwise, 50% due at acceptance; remaining upon delivery or milestone completion. Invoices are payable upon receipt. Late balances may incur a finance charge or project pause.
• Refunds: Work performed is non-refundable. Prepaid but unperformed work may be refundable at our discretion, less any non-recoverable costs.

4) Client Responsibilities

• Provide timely content, feedback, and approvals.
• Warrant that materials you supply do not infringe third-party rights and comply with law.
• Maintain credentials and security for any accounts you control (e.g., domain, DNS, emails).

5) Intellectual Property

• Pre-existing IP: Each party retains ownership of its pre-existing IP, tools, libraries, and know-how. We may reuse our generic components, patterns, or workflows.
• Deliverables: Upon full payment, we grant you a non-exclusive, worldwide, royalty-free license to use the deliverables for your business. If an Order specifies transfer of ownership, that transfer occurs upon full payment (excluding our pre-existing IP and third-party code).
• Attribution & Portfolio: We may showcase non-confidential work in our portfolio and marketing. If you require removal or NDA, state this in the Order.

6) Acceptable Use

You agree not to use the Services for unlawful, harmful, or abusive activities; to violate privacy or IP rights; to attempt unauthorized access; or to interfere with service operation.

7) Confidentiality

Non-public information disclosed by either party and marked or understood as confidential must be protected and used only for the project. This does not apply to information that is public, independently developed, or lawfully obtained without restriction.

8) Subscriptions & Product Access

• Billing: If you subscribe to a COVA Labs product, fees are billed in advance on a recurring basis until cancelled. You may cancel at any time; access continues through the paid period.
• Trials: Trials convert to paid unless cancelled before the trial ends.
• Changes: We may change product features or pricing with reasonable notice.

9) Warranty Disclaimer

EXCEPT AS EXPRESSLY STATED IN AN ORDER, THE SERVICES AND DELIVERABLES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not warrant uninterrupted or error-free operation.

10) Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, COVER, OR PUNITIVE DAMAGES, OR LOST PROFITS/REVENUE/GOODWILL. EXCEPT FOR PAYMENT OBLIGATIONS OR IP/CONFIDENTIALITY BREACHES, EACH PARTY’S AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE AMOUNTS PAID OR PAYABLE FOR THE SERVICES GIVING RISE TO THE CLAIM IN THE 12 MONTHS PRECEDING THE EVENT.

11) Indemnification

You agree to defend, indemnify, and hold harmless COVA Labs from claims arising out of (a) materials you provide, (b) your use of the Services in violation of these Terms, or (c) your violation of law or third-party rights.

12) Termination

• Either party may terminate for material breach not cured within 10 days of notice.
• We may suspend or terminate for non-payment.
• Upon termination, you must pay for work performed and return/cease use of our confidential info.

13) Governing Law & Disputes

These Terms are governed by the laws of [Your State/Country], without regard to conflicts of law rules. Disputes will be resolved in the state or federal courts located in [Your County/State], and each party consents to jurisdiction there. The UN Convention on Contracts for the International Sale of Goods does not apply.

14) Changes to the Terms

We may update these Terms from time to time. The “Last updated” date will reflect changes. Continued use of the Services after changes means you accept the updated Terms.

15) Contact

Questions? Email covalabs@gmail.com.