Terms of Service
The English version of this document is the legally binding version.
This Agreement sets forth the terms and conditions that govern the provision of software development and technology services ("Services") by CodeBloom Corporation, a Florida corporation doing business as CodeBloom Studio ("Company", "we", "us", or "our"), to you ("Client"). By engaging our Services or accessing our website at codebloom.studio, you agree to be bound by these Terms of Service. Please read them carefully before proceeding.
Scope of Services
CodeBloom Corporation provides custom software development, AI automation, cloud solutions, mobile application development, UI/UX design, and technology consulting services as described in individual proposals, statements of work, or project agreements entered into with each Client.
The specific deliverables, timelines, and pricing for each engagement will be defined in a separate written agreement. In the event of a conflict between these Terms and a specific project agreement, the project agreement shall prevail.
Intellectual Property
Upon receipt of full payment for the Services, the Client shall retain all right, title, and interest in and to the custom deliverables developed by CodeBloom Corporation specifically for that engagement.
CodeBloom Corporation retains ownership of all pre-existing tools, frameworks, libraries, methodologies, and proprietary technologies used in delivering the Services. We grant the Client a non-exclusive, perpetual license to use such components solely as part of the delivered solution.
Any open-source software included in deliverables will be subject to its respective open-source license terms, which the Client agrees to comply with.
Confidentiality
Both parties acknowledge that in the course of the engagement they may have access to confidential information belonging to the other party. Each party agrees to:
- Keep all confidential information strictly confidential.
- Not disclose it to any third party without prior written consent.
- Use the same degree of care to protect the other party's confidential information as it uses for its own, but no less than reasonable care.
- Use confidential information solely for the purposes of the engagement.
Confidentiality obligations do not apply to information that is publicly available, already known to the receiving party, or required to be disclosed by law or court order.
Payment Terms
The Client agrees to pay the fees set forth in the applicable project agreement. Unless otherwise agreed in writing:
- Invoices are due within 15 calendar days of the invoice date.
- Late payments may incur a monthly interest charge of 1.5% or the maximum rate permitted by law, whichever is lower.
- CodeBloom Corporation reserves the right to suspend Services for overdue accounts after reasonable notice.
- All fees are exclusive of applicable taxes, which shall be the Client's responsibility.
Warranties
CodeBloom Corporation warrants that:
- Services will be performed in a professional and workmanlike manner.
- Deliverables will not knowingly infringe any third-party intellectual property rights.
- Deliverables will be free from material defects for a period of 90 days from delivery, and any such defects reported within this period will be remedied at no additional charge.
Except as expressly stated above, Services and deliverables are provided "as is" without further warranty of any kind, whether express or implied, including but not limited to warranties of merchantability or fitness for a particular purpose.
Limitation of Liability
To the fullest extent permitted by applicable law, CodeBloom Corporation shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, goodwill, or business interruption, arising out of or in connection with the Services.
CodeBloom Corporation's total cumulative liability arising out of or related to any engagement shall not exceed the total fees paid by the Client for the specific Services giving rise to the claim during the three months preceding the claim.
Termination
Either party may terminate a project agreement by providing written notice if the other party materially breaches any provision of this Agreement and fails to remedy the breach within 30 days of receiving written notice of the breach.
Upon termination, the Client shall pay for all Services rendered up to the effective termination date. Both parties shall promptly return or destroy the other party's confidential information and cease use of any deliverables for which payment has not been received.
Governing Law & Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of the State of Florida, United States, without giving effect to any principles of conflicts of law. Venue for any proceeding shall lie in Hillsborough County, Florida.
Any dispute arising out of or in connection with this Agreement shall first be attempted to be resolved through good-faith negotiation between the parties. If unresolved within 30 days, disputes shall be submitted to binding arbitration in accordance with the rules of the applicable arbitration authority.
Changes to These Terms
We reserve the right to update these Terms of Service at any time. Changes will be posted on this page with an updated "Last updated" date. Continued use of our Services after any changes constitutes your acceptance of the new Terms.
We encourage you to review these Terms periodically.
Contact Us
If you have any questions about these Terms of Service, please contact us:
CodeBloom Corporation (d/b/a CodeBloom Studio)
Florida corporation · Document No. P24000011678
Tampa, FL, USA
Email: sales@codebloom.studio
Website: codebloom.studio