Mindcraft Inc. - is a digital marketing and production studio. Years of accumulated experience, mistakes and victories have allowed us to understand how to make our customers happy.
ConsultationBy accessing and placing an order with Mindcraft Inc., https://mindcraft.solutions, address - 3 Germay Dr, Unit 4 #2316, Wilmington DE 19804 (“Mindcraft”), you confirm that you are in agreement with and bound by the this Service Agreement it's Terms and Conditions outlined below. These terms apply to the entire website and any email or other type of communication between you and Mindcraft. This Services Agreement is concluded on the day when you pay for the services (the “Effective Date”).
Client wishes to engage the services and products of Mindcraft in the field of digital marketing, web-design, software development, technical support or others as set forth in the Scope of Work in Exhibit A.
This Agreement shall begin on Effective Date and continue until the completion of the Services.
Except as otherwise provided in this Agreement, all monetary amounts referred to in this Agreement are in USD (US Dollars).
The Client shall pay to the Mindcraft the fees set forth on Exhibit A for the Services rendered by the Mindcraft.
Fees do not include sales tax.
All intellectual property and related material, including any trade secrets, moral rights, goodwill, relevant registrations or applications for registration, and rights in any patent, copyright, trademark, trade dress, industrial design and trade name (the "Intellectual Property") that is developed or produced under this Agreement, is a "work made for hire" and will be the sole property of the Client. The use of the Intellectual Property by the Client will not be restricted in any manner.
Except as otherwise provided in this Agreement, the Mindcraft will have full control over working time, methods, and decision making in relation to provision of the Services in accordance with the Agreement. The Mindcraft will work autonomously and not at the direction of the Client. However, the Mindcraft will be responsive to the reasonable needs and concerns of the Client. Except as otherwise provided in this Agreement, the Mindcraft may, at the Mindcraft's discretion, engage a third party sub-contractor to perform some of the obligations of the Mindcraft under this Agreement and the Client will not hire or engage any third parties to assist with the provision of the Services.
The Mindcraft and the Client acknowledge that this Agreement does not create a partnership or joint venture between them, and is exclusively a contract for service. The Client is not required to pay, or make any contributions to, any social security, local, state or federal tax, unemployment compensation, workers' compensation, insurance premium, profit-sharing, pension or any other employee benefit for the Mindcraft during the Term. The Mindcraft is responsible for paying, and complying with reporting requirements for, all local, state and federal taxes related to payments made to the Mindcraft under this Agreement.
Confidential information (the "Confidential Information") refers to any data or information relating to the Client, whether business or personal, which would reasonably be considered to be private or proprietary to the Client and that is not generally known and where the release of that Confidential Information could reasonably be expected to cause harm to the Client.
The Mindcraft agrees that they will not disclose, divulge, reveal, report or use, for any purpose, any Confidential Information which the Mindcraft has obtained, except as authorized by the Client or as required by law. The obligations of confidentiality will apply during the Term and will survive indefinitely upon termination of this Agreement.
All written and oral information and material disclosed or provided by the Client to the Mindcraft under this Agreement is Confidential Information regardless of whether it was provided before or after the date of this Agreement or how it was provided to the Mindcraft.
The Mindcraft can provide services that are not included in Scope of Work in Exhibit A. If the Client orders such services, the Client shall reimburse Mindcraft for expenses incurred by the Mindcraft for these additional Services. All expenses must be pre-approved by the Client via authorized email.
Interest payable on any overdue amounts under this Agreement is charged at a rate of 12.00% per annum or at the maximum rate enforceable under applicable legislation, whichever is lower.
Except to the extent paid in settlement from any applicable insurance policies, and to the extent permitted by applicable law, each Party agrees to indemnify and hold harmless the other Party, and its respective affiliates, officers, agents, employees, and permitted successors and assigns against any and all claims, losses, damages, liabilities, penalties, punitive damages, expenses, reasonable legal fees and costs of any kind or amount whatsoever, which result from or arise out of any act or omission of the indemnifying party, its respective affiliates, officers, agents, employees, and permitted successors and assigns that occurs in connection with this Agreement. This indemnification will survive the termination of this Agreement.
In no event will the Client be liable for any consequential, indirect, exemplary, special, or incidental damages arising from or relating to this Agreement. The Client’s total cumulative liability in connection with this Agreement, whether in contract or tort or otherwise, will not exceed the 50% of the aggregate amount of fees owed by Client to Mindcraft for Services performed under this Agreement.
The provisions of this Agreement are severable, and if one or more provisions may be determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions and any partially unenforceable provisions to the extent enforceable shall nevertheless be binding and enforceable.
This document contains the entire agreement between the parties with respect to the subject matter hereof, and neither party shall have any obligation, express or implied by law, with respect to trade secret or proprietary information of the other party except as set forth herein. Any failure to enforce any provision of this Agreement shall not constitute a waiver thereof or of any other provision. This Agreement may not be amended, nor any obligation waived, except by a writing signed by both parties hereto.
The Mindcraft has the right to amend and modify this Agreement and its Exhibits, informing the Client 30 days in advance except for already purchased services by the change date. Terms and conditions for purchased services can not change until they are provided in full.
This Agreement and the interpretation of its terms shall be governed by and construed in accordance with the laws of State of Florida and subject to the exclusive jurisdiction of the courts in State of Florida.
In the event that either Party wishes to terminate this Agreement prior to the completion of the Services, that Party will be required to provide 30 days' written notice to the other Party. Upon termination of this Agreement, the Mindcraft shall be entitled to receive as its full compensation in discharge of obligations of the Company to the Mindcraft under this Agreement all sums due and payable under this Agreement to the date of termination.
The waiver by either Party of a breach, default, delay or omission of any of the provisions of this Agreement by the other Party will not be construed as a waiver of any subsequent breach of the same or other provisions.
By paying for Services, You, the Client, will form a part of the Contract.
Exhibit - A (Scope of Work and Fees)Clients can buy additional hours of workload to cover their specific needs, out-of-scope products, and extra change requests. Each purchase of different services that are not covered by Exhibit A must be pre-approved by the Client via authorized email.
Mindcraft Inc. - is a digital marketing and production studio. Years of accumulated experience, mistakes and victories have allowed us to understand how to make our customers happy.
