Terms of Service

01Agreement and parties

These Terms of Service ("Terms") govern your use of the website at clefdev.com and any project engagement or service we provide under the ClefDev brand. By using the website or engaging us for services, you agree to these Terms.

"ClefDev", "we", "us" or "our" refers to SIA ClefDev, a company registered in Riga, Latvia. "You" or "Client" refers to the individual or organisation using the website or engaging our services.

02Use of our website

You may use the website to learn about our services, view our portfolio, read our blog and contact us. You agree not to:

• Copy, scrape or republish substantial portions of the site without written permission.
• Interfere with the operation of the site or attempt to access it by unauthorised means.
• Use the site to send unsolicited communications, malware or other harmful content.
• Misrepresent your identity or affiliation when contacting us or submitting any form.

We may suspend or terminate access where we reasonably believe these Terms have been breached.

03Services and engagements

The specific services we provide for any given engagement are set out in a separate written agreement, statement of work, proposal or order form ("Engagement Documents"). These Terms apply alongside the Engagement Documents and form part of the overall agreement.

Where the Engagement Documents conflict with these Terms, the Engagement Documents prevail to the extent of the conflict.

Scope changes

Material changes to scope, timeline or deliverables require written approval from both parties and may affect fees, schedule or both.

04Fees, invoices and payment

Fees are set out in the Engagement Documents and are exclusive of applicable VAT and other taxes unless stated otherwise. Unless agreed in writing, invoices are payable within 14 days of issue.

Late payments may attract statutory interest under applicable law. We may suspend work where invoices remain overdue beyond 30 days.

All prices listed on the website are for informational purposes only and do not constitute a binding offer. Prices are subject to change without prior notice.

05Intellectual property

On full payment of all fees due under an engagement, you receive the rights to use the final deliverables as set out in the Engagement Documents.

Unless agreed otherwise in writing:

• We retain ownership of pre-existing tools, components, libraries, methodologies and know-how used to create the deliverables.
• We retain the right to display non-confidential work in our portfolio, case studies, marketing materials and social channels.
• Source files (such as Figma working files) are delivered as part of the final handoff where covered by the Engagement Documents.

Third-party assets

Where deliverables include fonts, images, illustrations or other assets licensed from third parties, those assets are subject to the third party's licence terms, which we will identify at handoff.

06Confidentiality

Each party may receive information from the other that is non-public and confidential ("Confidential Information"). Each party agrees to:

• Use Confidential Information only for the purposes of the engagement.
• Protect Confidential Information using the same standard of care it uses for its own confidential information, and no less than a reasonable standard.
• Limit disclosure to employees, contractors and advisers who need to know and who are bound by equivalent obligations.

Confidentiality obligations survive termination of the engagement for a period of three years, except in respect of trade secrets, which remain confidential for as long as they qualify as such under applicable law.

07Warranties and limitations

We perform services with reasonable skill and care, and in line with professional standards generally accepted in the industries we work in.

Except as expressly stated in these Terms or the Engagement Documents, we make no other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose or non-infringement.

Liability cap

To the maximum extent permitted by applicable law, our total liability under or in connection with an engagement is limited to the fees paid by you for the relevant engagement during the twelve months preceding the event giving rise to the liability.

Neither party is liable to the other for indirect, consequential, special or punitive damages, loss of profits, loss of revenue or loss of data, except in cases of gross negligence, wilful misconduct or where such limitation is not permitted by applicable law.

08Term, termination and effects

An engagement begins on the date set out in the Engagement Documents and continues until completion of the agreed deliverables, unless terminated earlier in line with this section.

Either party may terminate an engagement for cause where the other party is in material breach and has failed to remedy that breach within 14 days of written notice. Either party may terminate for convenience on 30 days' written notice, subject to payment for work performed up to the effective termination date.

On termination, each party returns or destroys the other party's Confidential Information, except for material reasonably retained for archival or legal compliance purposes.

09Governing law and disputes

These Terms are governed by the laws of the Republic of Latvia, without regard to conflict of laws principles.

The parties agree to attempt to resolve any dispute through good-faith negotiation before resorting to litigation. Where negotiation fails, disputes are subject to the exclusive jurisdiction of the competent courts in Riga, Latvia, unless mandatory consumer protection laws provide otherwise.

10Changes and contact

We may update these Terms from time to time. The most recent version is always available at clefdev.com/terms. Where changes are material, we will give reasonable notice through the website or by direct communication.

Contact us with any questions about these Terms at design@clefdev.com, or by mail to:

SIA ClefDev
Riga, Latvia