Terms and Conditions

Important: This is a general set of terms for a creative and software services studio. It is not legal advice. If you operate in regulated industries or need specific contract clauses (HIPAA, SOC 2, enterprise MSAs, procurement terms), use these terms as a baseline and have a lawyer review.

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1. Who we are

“Brainbyte,” “we,” “us,” and “our” refers to Brainbyte, LLC (the “Company”). “You” and “your” refers to the client, customer, or site visitor using brainbyte.dev (the “Site”) or purchasing services from us.

2. What we do

Brainbyte provides creative and technical services, which may include web design and development, UI/UX, motion design, video editing, animation, interactive experiences, prototyping, consulting, and related deliverables (the “Services”). We may use third-party tools (including AI-assisted tools) as part of our workflow, but we remain responsible for the final deliverables as defined in the Statement of Work.

3. These terms and other agreements

These Terms and Conditions (“Terms”) govern your use of the Site and any purchase of Services unless you and Brainbyte sign a separate written agreement (for example, a Master Services Agreement or custom contract). If there is a conflict, the signed agreement or Statement of Work controls for that project.

4. Quotes, scopes, and “Statement of Work”

Any estimate, quote, package description, or pricing range on the Site is for planning purposes and is not a binding offer. A project becomes active only when we both agree in writing to a scope, timeline, deliverables, price, and payment schedule (a “Statement of Work” or “SOW”). Email is acceptable unless we require a signature.

5. Client responsibilities

You agree to:

• Provide timely feedback, approvals, and requested materials (logos, brand guidelines, access credentials, content, etc.).
• Ensure you have the rights to any materials you provide (music, fonts, footage, images, trademarks, code, data).
• Review deliverables and notify us of issues within a reasonable time.
• Use the deliverables in compliance with applicable laws and third-party platform rules.

If delays are caused by missing materials, late feedback, or scope changes, schedules may shift and additional fees may apply.

6. Project timeline and delivery

Timelines are best-effort and depend on scope and timely client input. Unless the SOW explicitly states a fixed deadline, delivery dates are targets, not guarantees. If you have a hard deadline (launch date, event, investor meeting), it must be stated in the SOW.

7. Revisions and change requests

SOWs typically include a defined number of revision rounds. Revisions mean adjustments to agreed work, not new concepts or added features. New requests, new pages, new flows, new shots, or major direction changes are “Change Requests” and may require a new quote, additional time, and additional fees.

8. Payments

Payment terms are defined in the SOW. Many projects require a deposit before work begins. Unless otherwise stated, invoices are due on receipt. Late payments may pause work.

Accepted forms of payment

• Credit/debit card (via an online invoice processor)
• ACH / bank transfer (where available)
• Wire transfer (for larger invoices)
• PayPal (where available)

If you require a specific vendor setup (W-9, vendor portal, purchase order), tell us before the SOW is signed.

9. Refunds and cancellations

Because our work is custom and time-based, deposits and completed work are generally non-refundable unless your SOW states otherwise. If you cancel a project:

• You will pay for work performed up to the cancellation date, plus any non-cancellable third-party costs we incurred with your approval.
• Any unused, prepaid amount beyond earned work will be refunded (if applicable) within a reasonable time.

10. Third-party tools, hosting, and subscriptions

Projects may involve third-party services (hosting, domains, analytics, email providers, stock assets, plugins, fonts, AI tools, payment processors). Unless explicitly included in the SOW, you are responsible for third-party fees. We are not responsible for outages, policy changes, pricing changes, or discontinuation of third-party services.

11. Intellectual property and deliverable ownership

Unless stated otherwise in your SOW, you own the final, paid deliverables created specifically for you (the “Deliverables”) after all invoices are paid in full. We retain ownership of:

• Pre-existing tools, templates, code libraries, workflows, and know-how we use to produce Deliverables
• General ideas, methods, and techniques developed during the project
• Any third-party materials licensed to you under their separate terms

If the SOW includes source files (project files, editable timelines, design files), that must be specified. Otherwise, delivery may be limited to final exports (for example: MP4, MOV, PNG, deployed website, or compiled assets).

12. Portfolio and publicity

Unless you notify us in writing before project start, you grant Brainbyte permission to display completed work (or excerpts) as part of our portfolio (Site, reels, case studies, and proposals). If the project is confidential, pre-launch, or under NDA, we will honor those constraints.

13. AI-assisted workflow and client content

We may use AI-assisted tools for ideation, drafting, cleanup, motion experiments, or other workflow acceleration. We do not guarantee that AI outputs are unique or non-infringing. If you require “no AI tools,” you must state this in writing before the SOW is signed.

You are responsible for ensuring you have rights to your inputs, and for reviewing outputs for accuracy, compliance, and brand/legal suitability.

14. Warranty disclaimer

The Site and Services are provided “as is” and “as available.” We do not make warranties that the Site will be uninterrupted or error-free, or that deliverables will achieve any specific business outcome (conversion, revenue, funding, rankings, or growth).

15. Limitation of liability

To the maximum extent permitted by law, Brainbyte will not be liable for indirect, incidental, special, consequential, or punitive damages, or for loss of profits, revenue, data, or goodwill. Our total liability for any claim related to the Services will not exceed the amount you paid to Brainbyte for the specific project giving rise to the claim.

16. Indemnification

You agree to indemnify and hold Brainbyte harmless from claims arising out of: (a) materials you provide, (b) how you use the deliverables, (c) your breach of these Terms, or (d) your violation of laws or third-party rights.

17. Confidentiality

If we receive non-public information from you, we will use reasonable care to keep it confidential and use it only to perform the Services. If you require formal confidentiality terms, request an NDA before sharing sensitive information.

18. Site use rules

You agree not to:

• Attempt to disrupt or misuse the Site, scrape it, or access it through automated means without permission
• Upload malicious content or attempt unauthorized access to systems
• Use the Site to violate any laws or third-party rights

19. Links to other sites

The Site may contain links to third-party websites. We do not control and are not responsible for third-party content, policies, or practices.

20. Governing law

These Terms are governed by the laws of the United States and the state in which Brainbyte, LLC is formed, without regard to conflict of law rules. Any disputes will be handled in the courts of that jurisdiction unless a signed agreement states otherwise.

21. Changes to these Terms

We may update these Terms from time to time. The “Last updated” date at the top indicates when changes were made. Continued use of the Site after changes means you accept the updated Terms.

22. Contact

Questions about these Terms? Email create@brainbyte.dev.