Terms & Conditions

1. Acceptance of Terms

By accessing or using SmallShark IT's website, services, or entering into a service agreement with us, you agree to be bound by these Terms and Conditions. If you do not agree to these terms, please do not use our services. These terms apply to all visitors, clients, and others who access or use our services.

2. Services Description

SmallShark IT provides technology consulting and development services including, but not limited to, web application development, cloud infrastructure management, cybersecurity assessments, custom software development, mobile application development, and data analytics. The specific scope of services for each engagement is defined in a Statement of Work (SOW) or service agreement signed by both parties.

3. Client Obligations

Clients agree to: provide accurate and complete information necessary to perform the services; grant SmallShark IT timely access to systems, environments, and personnel as required; review and provide feedback on deliverables within agreed timeframes; ensure all client-provided materials do not infringe third-party intellectual property rights; comply with all applicable laws in their use of the deliverables.

4. Intellectual Property

Upon full payment of all fees, SmallShark IT assigns to the client all intellectual property rights in the custom deliverables created specifically for that client under a SOW. SmallShark IT retains ownership of: pre-existing intellectual property ("Background IP") used in deliverables; general methodologies, frameworks, and know-how; open-source components (subject to their respective licences). A non-exclusive, perpetual licence to use Background IP incorporated in deliverables is granted to the client.

5. Confidentiality

Both parties agree to hold in confidence all non-public information disclosed during the engagement ("Confidential Information") and not to disclose it to third parties without prior written consent. Confidential Information excludes information that: is or becomes publicly available through no breach of these terms; was already known to the receiving party; is independently developed by the receiving party without reference to the Confidential Information.

6. Payment Terms

Unless otherwise agreed in a SOW, invoices are due within 30 days of issuance. Late payments accrue interest at 1.5% per month. SmallShark IT reserves the right to suspend services for invoices more than 30 days overdue. All fees are exclusive of applicable taxes. Expenses pre-approved in writing will be reimbursed at cost.

7. Warranties & Disclaimers

SmallShark IT warrants that services will be performed in a professional manner consistent with industry standards. Deliverables are warranted for 90 days after delivery; defects reported within this period will be remedied at no additional charge. Except as expressly stated, services are provided "as is" without warranties of merchantability or fitness for a particular purpose. SmallShark IT does not warrant that deliverables will be error-free or uninterrupted.

8. Limitation of Liability

To the maximum extent permitted by law, SmallShark IT's total liability for any claims arising from a specific engagement shall not exceed the total fees paid by the client for that engagement in the 12 months preceding the claim. In no event shall either party be liable for indirect, incidental, special, or consequential damages, including lost profits, even if advised of the possibility of such damages.

9. Termination

Either party may terminate a service agreement with 30 days written notice. SmallShark IT may terminate immediately if the client materially breaches these terms and fails to cure the breach within 10 days of notice. Upon termination, the client shall pay for all work completed to the termination date. SmallShark IT will deliver all completed work product within 14 days of final payment.

10. Governing Law & Dispute Resolution

These terms are governed by the laws of the State of California, USA, without regard to conflict of law principles. Any disputes shall first be addressed through good-faith negotiation. If unresolved within 30 days, disputes shall be submitted to binding arbitration in San Francisco, CA under the JAMS rules. The prevailing party shall be entitled to reasonable attorney's fees.

11. Modifications

SmallShark IT reserves the right to modify these Terms and Conditions at any time. Material changes will be communicated with at least 30 days notice via email or prominent website notice. Continued use of services after the effective date of changes constitutes acceptance. The current version always supersedes prior versions.