Terms of Service

These Terms of Service (“Terms”) govern your access to and use of the website located at https://brandilite.com, and any related services, request intake forms, client portals, subscription offerings, development services, consulting services, or support services made available by ELITE BRANDING AGENCY LLC, doing business as Brandilite (“Brandilite”, “we”, “us”, or “our”).

By accessing or using our website or services, you agree to these Terms. If you do not agree, do not use the website or services.

1. Acceptance of These Terms

By accessing or using the Site and any related services, request intake forms, client portals, or subscription offerings made available by Brandilite, you agree to be bound by these Terms.

If you are using the Services on behalf of a company, organization, or other legal entity, you represent and warrant that you have authority to bind that entity. In that case, “you” and “your” refer to both you and that entity.

2. Changes to These Terms

We may update these Terms from time to time. When we do, we will update the “Last Updated” date above. Your continued use of the Site or Services after changes become effective constitutes acceptance of the revised Terms.

3. Our Services

Brandilite provides subscription-based software engineering, website development, product development, technical support, and related services. These may include bug fixes, feature development, code reviews, deployments, audits, API integrations, automation, AI-assisted development workflows, optimization, technical consulting, and related support.

4. Plans, Pricing, and Billing

4.1 Plans

We may offer one or more subscription plans or service packages with different included request volumes, turnaround targets, features, support levels, or deliverables. Plan details are described on the Site, at checkout, in client communications, or in a separate written agreement, and may change over time.

4.2 Subscriptions and Recurring Billing

If you purchase a subscription, you authorize us or our third-party payment processor to charge your payment method on a recurring basis according to your selected billing cycle until you cancel.

4.3 Taxes

Prices may be stated exclusive of taxes unless otherwise indicated. You are responsible for any applicable taxes, duties, or similar governmental assessments, except for taxes based on our net income.

4.4 Payment Processors

Payments may be processed by third-party payment processors, including Stripe or other providers. Your payment is also subject to the applicable payment processor’s terms, conditions, and privacy practices.

5. Accounts and Access

You may need to provide contact details, account information, workspace access, repository access, or other information to use certain parts of the Services. You agree to:

• Provide accurate, complete, and current information.
• Keep your credentials secure.
• Notify us promptly if you suspect unauthorized access.
• Use reasonable access controls and permissions when inviting us to your systems.

You are responsible for activity that occurs under your account, workspace, or systems, except to the extent caused by our breach of these Terms.

6. Requests, Scope, and Delivery Model

6.1 What Counts as a Request

A “request” is a single, clearly defined task, such as a bug fix, scoped feature, deployment, review of a specific part of your codebase, technical audit, landing page update, or integration task. Large items, major refactors, rebuilds, or ambiguous tasks may be broken into multiple requests by mutual agreement.

6.2 Intake and Clarifications

You are responsible for providing sufficient context, including reproduction steps, repository access, required credentials, environment details, acceptance criteria, designs, copy, assets, or any other information needed to complete the request. We may pause work on a request if we need additional information and you have not provided it.

6.3 Dependencies and Third-Party Systems

If work depends on third-party services, including hosting providers, APIs, SaaS tools, plugins, libraries, marketplaces, app stores, AI providers, model providers, or external platforms, you acknowledge that those services may change, fail, impose limits, delay approvals, or become unavailable beyond our control.

We are not responsible for third-party outages, API changes, platform restrictions, approval delays, policy enforcement, rate limits, service interruptions, or failures outside our reasonable control.

6.4 Acceptance

Unless otherwise agreed in writing, work is deemed accepted when delivered in the agreed channel, such as a pull request, deployment, shared file, message, preview link, or client portal update, and you have not reported a material non-conformity within a reasonable time.

7. Pausing, Upgrading, Downgrading, and Cancellation

7.1 Pause

If your Plan includes the ability to pause, you may pause in accordance with the instructions provided by us, such as through a client portal or written request. While paused, we will not perform Services, and where applicable, billing will stop, resume, or be deferred according to the Plan rules presented at purchase.

7.2 Plan Changes

You may be able to upgrade or downgrade at the end of your billing cycle, subject to the rules presented at purchase and any technical, operational, or administrative constraints.

7.3 Cancellation

You can cancel your subscription according to the instructions provided at purchase or by contacting us at hello@brandilite.com. Cancellation takes effect at the end of your current paid billing period unless otherwise stated at checkout or required by law.

8. Refunds

8.1 Trial or Partial Refund Policy, If Offered

If the Site or checkout page indicates a trial, satisfaction guarantee, or partial refund window, such as “try it for a week” or a similar offer, then for eligible subscriptions, you may request the described refund within the stated window beginning on the subscription start date.

Unless otherwise stated on the Site or checkout page:

• Refund requests must be submitted in writing to hello@brandilite.com within the stated window.
• Refunds may be limited to the first subscription purchase on that Plan and may not apply to renewals.
• Payment processor fees may be non-refundable to the extent not returned to us by the processor, where permitted by law.

8.2 No Other Refunds

Except as described above, required by law, expressly stated at checkout, or stated in a signed agreement, all fees are non-refundable, and we do not provide prorated refunds for partial billing periods.

9. Client Responsibilities

You agree to:

• Provide timely access to code repositories, environments, third-party accounts, credentials, assets, and materials needed to perform the Services.
• Maintain backups of your code, website, databases, content, and production systems.
• Use reasonable security practices, including least-privilege access where possible.
• Ensure you have the rights to share any code, assets, data, credentials, and third-party materials you provide to us.
• Use the Services in compliance with all applicable laws, regulations, third-party terms, and platform policies.
• Review deliverables before publishing, deploying, or relying on them in production unless we are expressly responsible for deployment.

10. Intellectual Property

10.1 Your Materials

You retain ownership of code, content, trademarks, data, assets, designs, documentation, and other materials you provide to us (“Client Materials”). You grant us a limited, non-exclusive, worldwide right to use Client Materials solely to perform the Services, communicate with you, and fulfill our obligations under these Terms.

10.2 Deliverables

Unless otherwise agreed in a signed statement of work or written agreement, upon full payment of all applicable fees, you own the custom deliverables we create specifically for you as part of the Services, such as custom code written for your project (“Deliverables”), excluding:

• Pre-existing tools, templates, libraries, frameworks, workflows, systems, know-how, processes, snippets, and materials we used or developed independently (“Background IP”).
• Third-party components, open-source components, APIs, tools, services, software, or libraries subject to their own licenses or terms.

We grant you a non-exclusive, worldwide, perpetual license to use any Background IP included in the Deliverables solely as needed to use the Deliverables for your business.

10.3 Open-Source Software

Deliverables may include open-source software. Such components are governed by their applicable open-source licenses, not these Terms.

11. Confidentiality

We may receive non-public information about you, including code, credentials, product plans, business information, customer information, designs, analytics, technical architecture, or project materials (“Confidential Information”). We will use reasonable care to keep Confidential Information confidential and use it only to provide the Services, except where disclosure is required by law, you consent, or disclosure is necessary to our service providers that are bound by confidentiality obligations.

You are responsible for removing secrets from places where they should not be shared, such as public repositories, public issue trackers, public chat channels, or public documents, and for following best practices when granting access to your systems.

12. Security and Access to Systems

You may grant us access to repositories, servers, hosting accounts, cloud accounts, analytics platforms, API dashboards, communication tools, design tools, and third-party accounts. You are responsible for:

• Using least-privilege access where possible.
• Revoking access when it is no longer needed.
• Ensuring access does not violate third-party terms or internal policies.
• Maintaining appropriate backups, version control, and recovery procedures.

We cannot guarantee that the Services, Deliverables, code, websites, integrations, or systems will be free from vulnerabilities, bugs, errors, downtime, data loss, or security issues. We do not provide managed security services, incident response services, compliance audits, or continuous monitoring unless explicitly agreed in writing.

13. AI, Automation, and Developer Tooling

Brandilite may use AI models, coding assistants, automation tools, API call tooling, MCP servers, context tools, developer platforms, and third-party applications to help perform the Services. These tools may assist with coding, debugging, testing, documentation, analysis, deployment, support, workflow automation, and optimization.

You authorize us to use such tools as reasonably necessary to provide the Services. We aim to limit shared context to what is reasonably necessary for the applicable task. You should not provide unnecessary sensitive personal information, regulated data, production secrets, private keys, or credentials unless specifically required and shared through approved secure channels.

We do not intentionally use your proprietary code or confidential project materials to train generalized AI models. However, third-party tools may process inputs and outputs according to their own terms and data processing practices.

14. Prohibited Uses

You agree not to use the Site or Services to:

• Violate any law, regulation, court order, or third-party rights.
• Infringe intellectual property, privacy, publicity, or contractual rights.
• Transmit malware, spyware, harmful code, or malicious content.
• Attempt to gain unauthorized access to systems, accounts, networks, or data.
• Interfere with, disrupt, overload, or harm the Site, Services, or third-party systems.
• Reverse engineer any client portal, internal tools, or proprietary systems we provide, except as permitted by law.
• Use the Services for unlawful surveillance, deceptive practices, spam, fraud, or abuse.
• Request work that would knowingly violate third-party platform rules, software licenses, or applicable law.

15. Third-Party Links, Tools, and Services

The Site or Services may contain links to third-party websites, products, tools, APIs, platforms, libraries, or services. We do not control and are not responsible for third-party content, policies, practices, availability, security, performance, or terms. Your use of third-party tools and services is at your own risk and may be governed by separate terms.

16. Disclaimers

THE SITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, BRANDILITE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that the Site, Services, Deliverables, code, deployments, integrations, or support will be uninterrupted, error-free, secure, vulnerability-free, compatible with every third-party system, or that defects will be corrected.

You acknowledge that software development and technical services may involve uncertainty, dependencies, bugs, delays, changes in third-party systems, and business risks.

17. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• BRANDILITE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITY, OR BUSINESS INTERRUPTION.
• BRANDILITE’S TOTAL LIABILITY FOR ALL CLAIMS RELATING TO THE SITE OR SERVICES WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO BRANDILITE FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Some jurisdictions do not allow certain limitations of liability, so some of the above limitations may not apply to you.

18. Indemnification

You agree to indemnify, defend, and hold harmless Brandilite and its officers, directors, employees, contractors, agents, affiliates, and service providers from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys’ fees, arising out of or related to:

• Your use of the Site or Services.
• Your breach of these Terms.
• Your violation of any law, regulation, or third-party right.
• Your Client Materials, systems, data, products, websites, or instructions.
• Your failure to maintain backups, secure credentials, or appropriate system access controls.

19. Termination

We may suspend or terminate your access to the Site or Services if you breach these Terms, fail to pay amounts due, create risk for us or others, misuse the Services, or if we must do so to comply with law or protect the integrity of our Services.

Upon termination:

• Your right to use the Services stops immediately.
• Any outstanding fees become immediately due.
• We may revoke or remove our access to your systems and repositories.
• Sections that by their nature should survive will survive, including intellectual property, confidentiality, disclaimers, limitation of liability, indemnification, payment obligations, and governing law.

20. Communications

You agree that we may contact you electronically, including by email, client portal, project management tool, or other communication channel, regarding your account, the Services, billing, support, security, legal notices, and important service updates.

21. Governing Law and Venue

These Terms are governed by the laws of the jurisdiction where ELITE BRANDING AGENCY LLC is organized, without regard to conflict of law rules, unless a different governing law is required by applicable consumer protection law.

Any disputes will be brought in the courts located in that jurisdiction, unless otherwise required by law.

22. Contact