Terms of Use
This Terms of Engagement Agreement (the "Agreement") constitutes a legally binding agreement by and between What if Design LLC, a limited liability company organized under the laws of the state of Delaware ("What if Design"), and the Client, whether personally or on behalf of an entity ("Client"), and together ("parties") agree to the following:
Failure to agree and adhere to all of the terms, conditions, and obligations contained herein results in the express prohibition of the Client's access to the services offered, and the Client is ordered to discontinue Use immediately. Thereafter, the relationship between Client and What if Design shall cease and be of no further force and effect between the parties, except that any obligation of Client to pay What if Design for services rendered shall remain and continue to be an ongoing obligation owed by Client to What if Design.
Intellectual Property Rights
"Intellectual Property Rights" means all patents, rights to inventions, copyrights (including rights in software) and related rights, trademarks, service marks, get up and trade names, internet domain names, goodwill rights or to sue for passing off, rights in designs, database rights, rights in confidential information (including know-how) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of such rights and all similar or equivalent rights or forms of protection which subsist or shall subsist now or in the future in any part of the world.
Clients need to ensure that They do not violate the Intellectual Property Rights of any third party and that They will also indemnify and protect us from legal causes and actions initiated in this regard by such a third party.
We guarantee that all elements of the work we deliver to the Client are either owned by us or we've obtained permission to provide them to the Client. When we provide text, images, or other artwork to Clients, we will ensure that they are not infringing on anyone's Intellectual Property Rights. The Client will own the final assets we design for the Client. Clients own all Intellectual Property Rights of text, images, site specifications, and data Client has provided unless someone else owns them.
We'll own any intellectual property rights we've developed before or developed separately from this Project and not paid for by the Client. We'll own the unique combination of these elements that constitutes a complete design and license its Use to the Client, exclusively and perpetually, unless we agree otherwise.
Unless otherwise indicated, the Website is the property of What if Design and all source code, databases, functionality, software, website designs, audio, video, text, photographs, and graphics of any nature and regardless of format (herein, collectively, or individually, the "Content") and the trademarks, service marks, and logos contained there (the "Marks") are owned and controlled by What if Design and are protected by copyright and trademark laws and any other applicable intellectual property law or regulation of the United States, foreign jurisdictions and international conventions. The Content and Marks are provided "As-Is" for your information and personal Use only. Except as expressly provided herein, no part of the Website and no Content may be copied, reproduced, aggregated, republished, uploaded, posted, displayed, encoded, translated, transmitted, distributed, sold, licensed, or otherwise exploited for any commercial purpose whatsoever, without What if Design's express prior written permission. What if Design reserves all rights on the Website, Content, and Marks.
Showcasing work and Client logo
We reserve the right to the public display of the Client's logo as a part of our client list for marketing and advertising from the date of signing of this agreement. We reserve the right to share publicly available design work on digital channels, including but not limited to our social media, portfolio, Website, etc., unless otherwise agreed upon.
Clients reserve the right to issue an NDA between Client and Us, which in turn would void our right to share or discuss any work publicly. All non-publicly available works with a mention of the Client name, organization, and relevance to this Project can be displayed only after Client review and written approval.
Third-party requirements and services
In the event that any Project incorporates any third-party requirements, including but not limited to fonts, domain ownership, website hosting, research participant recruitment etc. that are not owned by What if Design and require a commercial license in order for Client to legally reproduce, distribute, or publicly display the Project, What if Design will inform Client in writing that one or more Third-Party requirements will be incorporated into the Project and that Client will need to purchase one or more licenses for the Third-Party requirements from the rights-holder(s). Client assumes all responsibility for any consequences as a result of a failure by Client to purchase one or more licenses for any Third-Party Fonts incorporated into a Project.
What if Design does not guarantee or warrant the third-party tools used will be accessible at all times and shall not be liable to Client for any loss, damage, or inconvenience caused by Client's inability to access or use the third-party tools during any interruption in the connection or service.
Oversight
What if Design reserves the right to monitor the Website for violations of these Terms of Use and to take appropriate legal action in response to a violation of the Terms of Use or any applicable law, statute, or regulation.What if Design further reserves the right to restrict or deny access to the Website or disable the Client's Use of the Website? Such decision shall be in the sole discretion of What if Design, without notice or liability to Client. All decisions regarding the management of the Website shall be at the sole discretion of What if Design and shall be designed to protect What if Design's rights and property.
Legal
- Governing Law
Parties agree that any dispute or claim that may arise with the present document or the works prescribed therein shall be tried to be resolved amicably through mediation by the parties.
Choice of Law. The laws of the state of Delaware govern this agreement (without giving effect to its conflicts of law principles).
- Litigation
Any legal action of whatever nature shall be brought in the state courts of Kent County, Delaware. The parties here consent to personal jurisdiction in said courts and waive all defenses of lack of personal jurisdiction and forum non-conveniens with respect to venue and jurisdiction. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act are excluded from these Terms of Use.
- Limitations of Liability and Indemnification
Neither party, its directors, employees, members, independent contractors, or agents shall not be liable to the other party for any direct, indirect, consequential, incidental, special, or punitive damages, including lost profit, lost revenue, lost data, attorneys' fees, court costs, fines, forfeitures or other damages or losses arising from Client's Use of Our services. Client agrees to defend, indemnify, and hold harmless, What if Design and its subsidiaries, affiliates, and all respective officers, members, agents, partners, employees, and independent contractors from and against any loss, damage, liability, claim, or demand including reasonable attorneys' fees and expenses, made by any third party directly related to Client's (1) use of Our services; (2) breach of these Terms of Use; (3) any breach of Client's representations and warranties set forth herein; (4) violation of the rights of any third party, including but not limited to intellectual property rights.
Pause and Cancellation terms
The subscription can be paused at any time, and the remaining duration can be activated to be utilized in the future by You.
The total days included in the subscription must be used within a maximum time duration that is double that subscribed to, referred to as the Use by period. Any paused subscription going beyond the use period will lapse, and You will not be entitled to any refunds or the remaining subscription days.
14-day Money back guarantee
You are entitled to a no-questions-asked money-back guarantee within 14 days of signing up for the subscription for the first time.
Payment terms
The selected subscription cost covers a total of 30 days from the date of payment post-signing of this agreement. You will have access to our services for all working business days(Monday to Friday) during the said duration.
Strict Adherence to Payment Schedule
All payments must be released by You in Our favor within 3 (three) days of agreement to terms. In case of non-payment after the expiry of 3 (three) days from the respective date of subscription renewal, we reserve the right to pause the subscription and not perform any other obligation until the payment is processed.
Prohibited Activities
Client shall not access or use the Website for any purpose other than that for which the Website is made available to the Client. The Website may not be used in connection with any commercial endeavors except those related to the work performed by What if Design on behalf of the Client. Further, Client agrees to refrain from the following: Make any unauthorized use of the Website; Retrieve data or content for the purposes of creating or compiling a database or directory; Circumvent, disable, or otherwise interfere with security-related features on the Website; Engage in unauthorized framing or linking of the Website; Trick, defraud or mislead What if Design or other users; Interfere with, disrupt or create an undue burden on the Website or What if Design's networks or servers; Use the Website in an effort to compete with What if Design ; Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Website; Bypass any measures on the Website designed to prevent or restrict access to the Website or any portion thereof; Harass, annoy, intimidate or threaten any of What if Design's employees, independent contractors or agents providing services through the Website; Delete the copyright or other rights notice from any Content; Copy or adapt the Website's software Upload or transmit, or attempt to do so, viruses, Trojan horses, or other material including anything that interferes with any party's Use of the Website or modifies, impairs, disrupts, alters, or interferes with the Use, features, functions, operations or maintenance of the Website; Upload or transmit, or attempt to do so, any material that acts as a passive or active information collection or transmission mechanism; Disparage, tarnish or otherwise harm What if Design ; Use the Website in a manner inconsistent with any applicable laws, statutes or regulations.
Feedback
Client acknowledges and agrees that any questions, comments, suggestions, or other feedback or Submission (each a "Submission") shall be the sole property of What if Design, and What if Design is under no obligation to keep a Submission confidential or take steps necessary to ensure the confidentiality of a Submission. What if Design shall be the sole and exclusive owner of all rights related to the Submission except to the extent that rights are granted to Client under Paragraph 2 ("Intellectual property rights") and shall at its sole and unrestricted discretion use and disseminate a Submission for any lawful purpose without permission, acknowledgment or compensation of or to the Client. Client agrees that it has the right to articulate and put forth the Submission, and Client hereby waives all claims and recourse against What if Design for its Use of the Submission in accordance with the terms hereof and in its sole discretion hereafter.
Modification
What if Design reserves the right to change, alter, modify, amend, or remove anything or any content on the Website for any reason at its sole discretion. What if Design reserves the right to modify or discontinue all or part of the Website without notice and without liability to Client.
Website Service Interruptions
What if the Design does not guarantee or warrant that the Website will be available and accessible at all times? Issues with hardware, software, or other items may result in interruptions, delays, or errors beyond What if Design's control. Client agrees that What if Design shall not be liable to Client for any loss, damage, or inconvenience caused by Client's inability to access or use the Website during any interruption in the connection or service.
Accessibility
whatifdesign.in is committed to ensuring digital accessibility for all users, including those with disabilities. We have subscribed to Accessible Web’s RAMP to help us discover, understand and organize accessibility work. All accessibility related upgrades made to our website, https://whatifdesign.in, are targeting the [Web Content Accessibility Guidelines (WCAG)](https://www.w3.org/WAI/standards-guidelines/wcag/) standards.
If you have any difficulty accessing any pages or content on this website, please contact our Accessibility Advocate by phone, email or by clicking the “Get Help” tab and submitting the “Report an Accessibility Issue” Form. We try to respond to feedback within a reasonable time, usually about 2 business days.
We do our best to use 3rd party content that conforms to WCAG standards. However, there may be pages that contain content that is outside of our control.
Miscellaneous
These Terms of Use and any policies posted on or regarding the Website constitute the entire agreement and understanding between the Client and What if Design. Failure of What if Design to enforce any right or provision of these Terms of Use shall not operate as a waiver of such right or provision. If any provision or part of these Terms of Use is deemed unlawful, void, or unenforceable, that provision shall be severed from these Terms of Use. Still, it shall not otherwise affect the validity or unenforceability of the remaining provisions. Nothing in these Terms of Use, the Privacy Policy, or on the Website shall be construed to constitute the forming of a joint venture, partnership, employment, or agency relationship between Client and What if Design.
Acceptance
By using the Website, Client represents and warrants that:
- The Client has the legal capacity and agrees to comply with these Terms of Use.
- The Client is not a minor in the jurisdiction of their domicile.
- The Client will not access the Website through automated or non-human means.
- The Client will not use the Website for any illegal or unauthorized purpose.
- The Client's website use will not violate any applicable law or regulation.
The Client now consents to receive electronic communications from What if Design. Client agrees that all agreements, notices, disclosures, and other communications sent via email or through the Website satisfy any legal requirement that such communication be in writing. Client with this agrees to electronic signatures, contracts, orders, and other records, and to electronic delivery of notices, policies, and records of transactions initiated or completed by What if Design or through the Website. Client with this waives any rights or requirements under any statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an original signature or delivery or retention of non-electronic records or to payments or the granting of credits by any means other than electronic.
Contact Information
For any questions or complaints regarding the Website, please contact at team@whatifdesign.in
