Last updated: June 2025
This Service Agreement ("Agreement") is a legally binding contract between CODX Systems ("we," "our," or "us") and you ("Client") governing the provision of software development, design, and consulting services.
The specific services, deliverables, timelines, and fees for each engagement will be defined in a Statement of Work (SoW) or Project Proposal that references this Agreement. Each SoW becomes part of this Agreement once signed by both parties.
Services may include, but are not limited to: software development, UI/UX design, system architecture, API integration, cloud infrastructure setup, code review, and technical consulting.
Payment terms are as follows:
All invoices are due within 15 days of receipt. Late payments may incur a 1.5% monthly service charge.
Each SoW includes a defined number of revision rounds. Additional revisions or scope changes will be quoted separately. We use a structured change request process:
Upon full payment for services, we assign all intellectual property rights for the custom-developed deliverables to the Client, subject to the following:
The Client agrees to:
Unless otherwise specified in the SoW, standard post-launch support includes 30 days of bug-fixing for deliverables that do not conform to the agreed specifications. Ongoing support, maintenance, and feature development are available under a separate retainer agreement. See our App Maintenance service for details.
Both parties agree to maintain the confidentiality of all proprietary information shared during the engagement. This obligation survives the termination of this Agreement for a period of 3 years. We are happy to sign a separate NDA before project discussions begin.
Our total liability under this Agreement shall not exceed the total fees paid by the Client for the specific project giving rise to the claim. In no event shall we be liable for indirect, incidental, or consequential damages, including lost profits or business interruption.
Either party may terminate this Agreement with 30 days written notice. In the event of termination, the Client shall pay for all work completed up to the termination date. Intellectual property for completed work shall be transferred upon receipt of payment.
This Agreement shall be governed by and construed in accordance with applicable laws. Any disputes arising from this Agreement shall be resolved through good-faith negotiation before pursuing formal legal remedies.
For questions about this Service Agreement, please contact us.