Terms and Conditions of GO-ART LLC

1. Services: The Client agrees to receive services from GO-ART LLC as outlined in the proposal or contract ("Agreement"). All services are provided under the condition of a 50% prepayment before work begins and 50% upon completion, with project completion defined as the delivery and approval of all materials within 5 business days. If no feedback is provided within this period, the project will be deemed completed. GO-ART LLC ensures that all services are provided with professionalism, diligence, and care in accordance with industry standards and the laws of the State of California. Changes to the scope of work, timelines, or costs require written mutual agreement between the parties. Unilateral changes by the Client are not permitted. Any changes to the scope of work will only be valid if documented in writing and mutually agreed upon by both parties. Unilateral changes or additional work requests from the Client without prior agreement may result in suspension of services until terms are renegotiated.

2. Acceptance of Offer upon Account Registration: By registering an account on the GO-ART LLC platform or using any of the company's services, the Client agrees to the terms of this offer. If the Client does not agree with any of the terms of this Agreement, they must cease using the services and refrain from registering an account.

3. Confidentiality: GO-ART LLC agrees to maintain the confidentiality of all information received from the Client and not to disclose it to third parties without the Client’s written consent, except as required by the laws of the State of California or federal law. The confidentiality obligations remain in effect for 3 years after the completion of services or until the confidential information ceases to be relevant. Publicly available information is excluded from this obligation.

4. Intellectual Property Ownership: Unless otherwise provided by a separate agreement, all work products created by GO-ART LLC (including design files, source code, and content) belong to the Client upon full payment. GO-ART LLC retains full rights to pre-existing developments, tools, software, and methodologies. The Client is granted a non-exclusive, non-transferable license to use pre-existing materials solely for the internal purposes of the project. Commercial use or distribution of these materials without the written consent of GO-ART LLC is strictly prohibited. The terms of use for such materials are governed by a separate license, which may be revoked in the event of a breach of contract by the Client.

5. Limited Warranty and Disclaimer of Liability: GO-ART LLC guarantees that all services will be provided in accordance with the described requirements. The company is not responsible for errors or failures caused by external factors, including but not limited to third-party interference, Client-side integration, or improper use of the work results. If defects are found, GO-ART LLC agrees to correct them within 10 business days, provided the defects were caused by the company’s actions and fall within the agreed scope of work. GO-ART LLC is not responsible for delays caused by the Client, such as late approval of materials or failure to provide information necessary for project completion.

6. Limitation of Liability: GO-ART LLC shall not be liable for any indirect, incidental, special, or consequential damages, including lost profits, data loss, or business interruption arising from the use of services. GO-ART LLC's total liability for any claims related to this Agreement is limited to the amount paid by the Client for the specific services that gave rise to the claim, unless otherwise provided by applicable California law.

7. Non-Payment and Service Suspension: In the event of payment delay exceeding 10 business days, GO-ART LLC reserves the right to suspend service delivery and restrict access to the work results until full payment is received. Late payments are subject to a penalty of 1.5% of the outstanding amount per month, with the interest rate subject to modification in accordance with California law. If payment is delayed for more than 30 days, GO-ART LLC may terminate the Agreement and collect payment for work already completed. Services may be resumed upon receipt of full payment of all outstanding debts.

8. Force Majeure: GO-ART LLC is not responsible for delays or failure to fulfill obligations under the Agreement in the event of force majeure circumstances, including natural disasters, wars, government actions, or internet service disruptions. In such cases, GO-ART LLC agrees to notify the Client within 5 business days. The parties will then agree on new deadlines for fulfilling obligations.

9. Termination of Agreement: Either party may terminate the Agreement by notifying the other party 15 business days in advance. In the event of termination, the Client is obligated to pay for all services rendered up to the termination date. If the Agreement is terminated due to non-payment, GO-ART LLC reserves the right to withhold all work results until full payment is received.

10. Use of Work in Portfolio: GO-ART LLC reserves the right to use the results of the work for demonstration in its portfolio unless otherwise agreed in writing. The Client may request a restriction on the use of these materials for an additional fee, if stipulated by the agreement.

11. Indemnification: The Client agrees to indemnify and hold GO-ART LLC harmless from any damages, losses, costs, and expenses, including reasonable attorney’s fees, arising from the Client’s breach of this Agreement or actions by third parties engaged by the Client, provided such expenses are documented and subject to prior approval by GO-ART LLC.

12. Dispute Resolution and Mediation: Any disputes arising from this Agreement shall be resolved through negotiations between the parties. If the parties are unable to reach a mutual agreement, they agree to first attempt mediation in accordance with California law. The mediation process may be initiated by either party and shall be conducted in San Diego, California, with a mediator mutually agreed upon by both parties. If mediation does not resolve the dispute within 30 days, the matter shall proceed to mandatory arbitration in accordance with the rules of the American Arbitration Association (AAA), also in San Diego, California. Arbitration shall be carried out in accordance with state and federal laws. The arbitration decision is binding on both parties.

13. Governing Law and Jurisdiction: This Agreement is governed by and interpreted in accordance with the laws of the State of California. All disputes related to this Agreement shall be subject to the jurisdiction of the courts located in San Diego County, California. If the Client is located outside the United States, the parties agree to use arbitration procedures consistent with international standards, provided that the contract remains governed by California law.