Terms & Conditions

1. Agreement to These Terms

These Terms apply to all visitors, users, and clients of the Site and Services. They incorporate by reference our Privacy Policy and any project-specific proposal, scope document, statement of work, or written agreement we provide (each, a "Project Document"). In the event of a conflict, a signed Project Document controls over these Terms with respect to the specific project it governs, and these Terms control over the Site in all other respects. We may update these Terms as described in Section 22; your continued use after changes constitutes acceptance.

2. Eligibility

You must be at least 18 years old and able to form a legally binding contract to use the Services. By engaging us, you represent that you meet these requirements and that all information you provide is accurate and complete. If you engage us on behalf of an entity, you represent that you are authorized to bind that entity, and "you" and "Client" refer to that entity.

3. Definitions

• "Services" means the design, software development, and related digital work we agree to perform, including apps, websites, AI tools, automations, and similar deliverables.
• "Deliverables" means the work product we create specifically for you and deliver under a project.
• "MVP" means the scoped minimum viable product — the core "version 1" feature set — that you and Delvir agree to in writing during or promptly after the Kickoff (as defined in Section 5).
• "Client Materials" means all content, data, accounts, credentials, access, specifications, and other materials you provide to us for use in a project.
• "Kickoff" has the meaning given in Section 5.

4. Our Services & Scope

We provide done-for-you digital product development. The specific scope, features, timeline, and price for each engagement are defined in the applicable Project Document and/or agreed during the intro and Kickoff calls. Anything not expressly included in the agreed scope is out of scope. New features, integrations, or substantial changes requested after scope is agreed are treated as a new or amended engagement and may be subject to additional fees and timelines.

We may engage employees, contractors, or subprocessors to perform the Services and remain responsible for the Services performed on our behalf, subject to these Terms.

5. Project Kickoff & Client Cooperation

"Kickoff" means the later of (a) completion of the scheduled kickoff call at which the MVP scope is agreed, and (b) our receipt of all Client Materials, access, approvals, and information reasonably required to begin work. Time periods (including the 72-Hour Guarantee in Section 6) begin only upon Kickoff.

You agree to cooperate in good faith and to provide accurate, complete, and timely Client Materials, feedback, and approvals. You are responsible for obtaining all rights, licenses, and consents necessary for us to use the Client Materials. Any period during which we are awaiting your response, materials, approvals, payment, or a third-party dependency outside our reasonable control will toll (pause) applicable timelines, including the 72-hour period, and such delays are not our responsibility.

6. The 72-Hour Money-Back Guarantee

Subject to the conditions in this Section, we will make the agreed MVP available to you within 72 hours of Kickoff. The following terms govern the guarantee and are a material part of these Terms:

• What is guaranteed. Delivery of the scoped MVP agreed at Kickoff — not the full project, final polish, or any feature outside the agreed MVP scope. "Delivery" means making the MVP available to you (for example, via a hosted link, build, or repository), whether or not revisions remain.
• When the clock runs. The 72-hour period runs continuously from Kickoff but is tolled during any period described in Section 5 (awaiting your materials, responses, approvals, payment, or third-party dependencies) and during any Force Majeure event (Section 21).
• Scope changes. Any change to the MVP scope after Kickoff voids or, at our discretion, restarts the 72-hour period.
• Sole and exclusive remedy. If, through no fault or delay of yours and absent any tolling event, we fail to make the agreed MVP available within 72 hours of Kickoff, your sole and exclusive remedy is a full refund of the project fee you paid, upon your written request to team@delvir.co within 14 days of the missed deadline. This refund is the entire extent of our liability for any failure to meet the 72-hour timeframe, and no other credits or damages are available for such a failure. Where we issue this refund, any Deliverables or work product for that project remain our property and any license to them terminates.
• No other timing guarantees. The 72-Hour Guarantee is the only timing commitment we make. Timelines for full project completion, revisions, and post-launch work are estimates only and are not guaranteed.

Completion (outcome) guarantee. Separately from the 72-hour timing remedy above, and absent a scope change (Section 4) or any tolling event (Section 5), we will continue working at no additional project fee until the Deliverables are live and functioning as the MVP scope agreed at Kickoff requires. The terms "working" and "as scoped" are defined solely by that agreed scope. This guarantee does not extend to anything outside the agreed scope, including without limitation business results, revenue, user acquisition or adoption, search rankings, or the availability or behavior of third-party services (Section 12), and it remains subject to the limitations, disclaimers, and liability cap elsewhere in these Terms.

7. Fees, Payment & Taxes

Fees are the flat per-project amounts stated on the Site or in the applicable Project Document. Unless otherwise agreed in writing, fees are due as invoiced — typically in whole or in part before work begins — and work may not commence until payment is received. You authorize us (and our payment processor) to charge the payment method you provide.

All fees are stated and payable in U.S. dollars and are exclusive of taxes. You are responsible for all applicable sales, use, VAT, and similar taxes (other than taxes on our net income). You agree not to initiate any chargeback, payment dispute, or reversal except in cases of demonstrable unauthorized use; doing so in breach of these Terms is itself a breach and you agree to reimburse our reasonable costs of responding. Late or failed payments may result in suspension of work, withholding of Deliverables, and interest at the lesser of 1.5% per month or the maximum rate permitted by law.

Subscription plans (optional). We offer optional, recurring monthly development-subscription plans (currently "Delvir Studio" and "Delvir Growth"), under which you may submit ongoing work requests that we handle one — or, on higher tiers, two — at a time, at the rates and terms stated on the Site or app. These plans are entirely separate from any one-time build fee and are not required to receive, own, or operate your Deliverables, which remain 100% yours regardless (Section 10). Subscriptions are billed monthly in advance and may be paused or canceled by either party at any time, effective at the end of the then-current billing period; fees already paid for the current period are non-refundable. Any turnaround estimates (such as "~48 hours") are averages, not guarantees, and depend on request scope and your timely input. Applicable third-party costs (Section 12) are not included unless expressly stated.

Zero to Launch (equity partnership). "Zero to Launch" is an optional partnership program in which Delvir may build, market, and help grow a venture in exchange for equity, while the founder funds their own advertising spend. The description of Zero to Launch on the Site and any intake form (including the $1,000/month ad-budget pre-qualification) are marketing and informational only: they are not an offer, solicitation, or sale of securities, not investment, legal, financial, or tax advice, and create no partnership, joint venture, agency, fiduciary relationship, equity interest, or binding commitment of any kind. Any partnership and its specific terms — including any equity split, ownership, control, roles, contributions, vesting, intellectual property, and conditions — take effect only upon a separate written agreement signed by both parties. Submitting an application or meeting the ad-budget threshold qualifies an applicant for a conversation only; Delvir may accept or decline any applicant in its sole discretion, for any reason. Advertising spend is the founder's own cost paid to third-party platforms and is not a fee to, or amount held by, Delvir. Any figures stated (such as "50%") are illustrative of the program's general structure and are not an offer of specific terms to any person.

8. Refunds

Under our 72-Hour Money-Back Guarantee (Section 6), if we fail to make the agreed MVP available within 72 hours of Kickoff — absent any tolling event (Section 5) or scope change (Section 4) — you may request a full refund of the project fee as your sole and exclusive remedy for that failure. Otherwise, because of the custom, labor-intensive nature of the Services, fees are non-refundable once work has begun, except where a refund is required by applicable non-waivable law. Dissatisfaction with subjective aspects of the work, change of mind, change in your business needs, or your failure to provide required Client Materials does not entitle you to a refund.

9. Revisions & Acceptance

During the active build of an engagement, we provide revisions to the agreed scope until the Deliverables conform to that scope, subject to reasonable use and the limitations in these Terms. Revisions that expand or change the agreed scope are out of scope (see Section 4). Unless a Project Document states otherwise, Deliverables are deemed accepted upon the earlier of (a) your written approval, (b) your use of the Deliverables in production, or (c) seven (7) calendar days after delivery without your written notice of a specific, scope-based deficiency.

10. Intellectual Property & Ownership

Your content. You retain all rights in the Client Materials. You grant us a non-exclusive, worldwide, royalty-free license to use, reproduce, and modify the Client Materials solely to perform the Services and as permitted in Section 11.

Transfer of Deliverables. Conditioned on and effective only upon our receipt of full payment of all fees for a project, we assign to you all right, title, and interest in the final Deliverables created by us specifically for that project. Prior to full payment, all such rights remain exclusively with Delvir.

Exclusions. The assignment in this Section does not include, and we retain all right, title, and interest in: (a) third-party and open-source software, components, fonts, APIs, libraries, and services, which are licensed to you under their respective terms and not owned by you or us; and (b) our pre-existing and independently developed materials, tools, frameworks, templates, code libraries, processes, methodologies, and know-how ("Delvir Tools"). To the extent any Delvir Tools are embedded in the Deliverables, we grant you a perpetual, non-exclusive, worldwide, royalty-free license to use them solely as part of the Deliverables. We are free to use the general skills, knowledge, and experience gained in any engagement.

Site content. The Site and its content (excluding Client Materials) are owned by or licensed to Delvir and protected by intellectual-property laws. You may not copy, reproduce, scrape, or create derivative works from the Site without our prior written consent.

11. Portfolio & Promotional Rights

Unless you opt out by written notice to team@delvir.co, you grant Delvir a non-exclusive, worldwide, royalty-free license to identify you as a client and to display the Deliverables, your project name, your trademarks and logos, and screenshots or descriptions of the work in our portfolio, on the Site, and in our marketing and case studies. This license survives completion of the engagement. We will honor a written opt-out on a going-forward basis.

12. Third-Party Services & Costs

The Deliverables may rely on third-party platforms and services (for example, hosting, domain registrars, app stores, payment processors, AI providers, analytics, email, and scheduling tools such as Cal.com). Your use of those services is governed by their own terms and privacy policies, and you are responsible for accepting them and for all associated fees (for example, hosting, domain, app-store, API usage, and subscription costs), which are not included in our project fee unless expressly stated. We do not control and are not responsible for third-party services, their availability, changes, or any loss arising from them.

13. Client Responsibilities & Acceptable Use

You are solely responsible for the lawfulness, accuracy, and appropriateness of your project, your Client Materials, and your use and operation of the Deliverables, including compliance with all laws and regulations applicable to your business and product (such as privacy, data-protection, consumer-protection, accessibility, intellectual-property, advertising, and industry-specific rules). You agree not to use the Site or Services to: (a) violate any law or third-party right; (b) build, host, or distribute unlawful, infringing, fraudulent, malicious, or harmful content or code; (c) interfere with or compromise the security or integrity of the Site, our systems, or any third party; or (d) misrepresent your identity or eligibility. We may refuse, suspend, or terminate any engagement that, in our reasonable judgment, involves prohibited, unlawful, or high-risk activity.

14. Confidentiality

Each party may receive non-public information of the other that is marked or reasonably understood to be confidential ("Confidential Information"). The receiving party will use Confidential Information only to perform under these Terms and will protect it with at least reasonable care. Confidential Information does not include information that is or becomes public without breach, was already known, is independently developed, or is rightfully received from a third party. Either party may disclose Confidential Information if required by law, provided it gives reasonable prior notice where legally permitted.

15. Disclaimers; No Warranties

The site, the services, and all deliverables are provided "as is" and "as available," with all faults and without warranties of any kind. To the maximum extent permitted by law, Delvir disclaims all warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, accuracy, and non-infringement, and any warranties arising from course of dealing or usage of trade.

Without limiting the foregoing, we do not warrant that the Site, Services, or Deliverables will be uninterrupted, secure, error-free, or free of bugs or vulnerabilities; that defects will be corrected; that any particular result, revenue, ranking, performance, audience, or business outcome will be achieved; or that the Deliverables will meet any legal, regulatory, or compliance requirement applicable to your business. You are solely responsible for evaluating, testing, securing, maintaining, backing up, and using the Deliverables and for your reliance on them. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you.

16. Limitation of Liability

To the maximum extent permitted by law, in no event will Delvir or its members, managers, officers, employees, contractors, or agents be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, business opportunity, or business interruption, arising out of or relating to the site, the services, or these terms, whether based in contract, tort (including negligence), strict liability, or any other theory, and whether or not we have been advised of the possibility of such damages.

To the maximum extent permitted by law, the total aggregate liability of Delvir for all claims arising out of or relating to the site, the services, or these terms will not exceed the total amount actually paid by you to Delvir for the specific project giving rise to the claim (or, for claims unrelated to a paid project, one hundred U.S. dollars ($100)).

These limitations are an essential basis of the bargain and apply even if any limited remedy fails of its essential purpose. Some jurisdictions do not allow certain limitations of liability, so some of the above may not apply to you; in such cases our liability is limited to the greatest extent permitted by law.

17. Indemnification

You agree to defend, indemnify, and hold harmless Delvir and its members, managers, officers, employees, contractors, and agents from and against any and all claims, demands, actions, damages, losses, liabilities, judgments, settlements, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) the Client Materials and any content, data, or instructions you provide; (b) your use, operation, deployment, distribution, or monetization of the Deliverables; (c) your product's or business's compliance (or non-compliance) with any law or regulation; (d) your breach of these Terms or violation of any law or third-party right; (e) any representation regarding eligibility; and (f) any third-party services you select or use. We will provide you with reasonable notice of any claim subject to indemnification and may participate in the defense with counsel of our choice at our own expense.

18. Term & Termination

These Terms apply while you use the Site or until your engagement concludes, and survive thereafter as to provisions that by their nature should survive. Either party may terminate an active engagement for the other party's material breach that remains uncured 10 days after written notice. We may suspend or terminate the Site, an engagement, or your access immediately for non-payment, prohibited conduct, or as required by law. Upon termination: (a) all fees for work performed through the termination date remain due and are non-refundable as provided in Section 8; (b) any rights in Deliverables remain with Delvir until full payment; and (c) Sections that by their nature survive (including Sections 8, 10–17, 19–24) continue in effect.

19. Dispute Resolution; Binding Arbitration; Class-Action Waiver

Please read this Section carefully — it affects how disputes are resolved and limits the ways you can seek relief.

19.1 Informal resolution

Before commencing any formal proceeding, you agree to first contact us at team@delvir.co and provide a written description of the dispute and the relief sought. The parties will attempt in good faith to resolve the dispute informally for at least sixty (60) days from that notice.

19.2 Binding arbitration

If the dispute is not resolved informally, it will be resolved by final and binding individual arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules then in effect, rather than in court, except as stated in Section 19.4. The arbitration will be seated in the State of Wyoming, or conducted remotely by agreement. The arbitrator's award may be entered in any court of competent jurisdiction. Each party bears its own attorneys' fees except as otherwise provided by applicable law or the arbitrator's award.

19.3 Class-action and jury-trial waiver

Disputes will be conducted only on an individual basis and not as a plaintiff or class member in any purported class, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims. You and Delvir each waive any right to a jury trial.

19.4 Exceptions

Either party may (a) bring an individual claim in small-claims court if it qualifies, and (b) seek injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened infringement or misuse of intellectual property or Confidential Information. Nothing in this Section prevents either party from notifying a governmental authority of a dispute.

19.5 Opt-out

You may opt out of this arbitration and class-waiver provision by emailing team@delvir.co within thirty (30) days of first accepting these Terms, stating your name and intent to opt out. Opting out does not affect any other provision of these Terms.

20. Governing Law & Venue

These Terms and any dispute arising out of or relating to them or the Services are governed by the laws of the State of Wyoming, without regard to its conflict-of-laws principles, and, where applicable, the Federal Arbitration Act. For any matter not subject to arbitration, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Wyoming, and waive any objection to that venue.

21. Force Majeure

We are not liable for any delay or failure to perform caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor disputes, governmental action, internet or utility failures, hosting or third-party service outages, cyberattacks, pandemics, or epidemics. Affected timelines, including the 72-hour period, are tolled for the duration of the event.

22. Changes to These Terms

We may modify these Terms from time to time. When we do, we will update the "Last updated" date above and post the revised Terms on the Site. Material changes will be effective upon posting (or as otherwise stated). Your continued use of the Site or Services after the effective date constitutes acceptance of the revised Terms. If you do not agree, you must stop using the Site and Services.

23. Notices

Notices to us must be sent to team@delvir.co. We may provide notices to you by email to the address associated with your engagement, by posting on the Site, or by other reasonable means. Notices are deemed given when sent (for email) or posted (for the Site).

24. General Provisions

Entire agreement. These Terms, together with the Privacy Policy and any applicable Project Document, are the entire agreement between you and Delvir regarding the Site and Services and supersede all prior or contemporaneous understandings. Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary or severed, and the remaining provisions remain in full force. No waiver. Our failure to enforce any provision is not a waiver. Assignment. You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, acquisition, or sale of assets. No third-party beneficiaries. These Terms create no third-party beneficiary rights except as expressly stated. Relationship. The parties are independent contractors; nothing creates a partnership, joint venture, agency, or employment relationship. Headings. Headings are for convenience only and do not affect interpretation.

25. Contact Us

Questions about these Terms may be directed to:

Delvir Limited Liability Co.
Email: team@delvir.co
Web: delvir.co