These Terms & Conditions (the "Terms") govern your access to and use of the website operated by GV Development ("GV Development", "we", "us", or "our") and any services we provide, including website design, Shopify development, WordPress development, custom web application development, and related consulting services (collectively, the "Services"). By accessing this website, submitting an inquiry, or engaging us for Services, you ("you" or the "Client") agree to be bound by these Terms. If you do not agree, do not use this website or engage our Services.
1. Nature of this website
This website is informational. It is intended to introduce GV Development and to allow prospective clients to contact us. Submitting an inquiry through this website does not create a contract for Services. A binding engagement is formed only when both parties execute a separate written proposal, statement of work, or service agreement (a "Project Agreement").
2. Project Agreements control
For any Services we perform, the Project Agreement, together with these Terms, sets out the entire agreement between the parties. In the event of any conflict between a Project Agreement and these Terms, the Project Agreement controls for that engagement.
3. Inquiries and proposals
Any quotes, estimates, timelines, or proposals provided by GV Development are non-binding until accepted in writing by both parties. We reserve the right to decline any project at our sole discretion. Estimates are based on the information provided by the Client; material changes to scope, requirements, or assumptions may result in revised pricing or timelines.
4. Client responsibilities
- Provide complete, accurate, and timely information, content, assets, brand materials, credentials, and approvals reasonably required to deliver the Services.
- Designate a primary point of contact authorized to make decisions and provide approvals on the Client's behalf.
- Respond to requests for feedback, review, or approval within the timeframe specified in the applicable Project Agreement, or, if none is specified, within five (5) business days.
- Ensure that any content, materials, or instructions provided to us do not infringe any third-party rights and comply with all applicable laws.
Delays caused by the Client (including late delivery of content, approvals, or payments) may result in adjustments to timelines and fees.
5. Fees, invoicing, and payment
Fees, payment milestones, and currency are set out in the applicable Project Agreement. Unless otherwise stated:
- Invoices are due upon receipt and no later than fourteen (14) days from the invoice date.
- A non-refundable deposit may be required before work begins. Work will not commence until the deposit is received.
- Late payments may, at our discretion, accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law, and we may suspend Services until the account is brought current.
- The Client is responsible for all applicable taxes, duties, and fees, including any value added tax (VAT) where chargeable under Latvian or EU law, excluding taxes based on our net income. VAT, where applicable, will be added to invoices at the rate in force on the invoice date.
- Third-party costs (hosting, domains, plugins, themes, stock media, paid APIs, etc.) are the Client's responsibility unless explicitly included in the Project Agreement.
6. Scope, change orders, and revisions
The scope of work is defined in the Project Agreement. Any work outside that scope — including additional pages, features, revisions beyond those allotted, integrations, or material design changes after sign-off — constitutes a change order and may be subject to additional fees and timeline adjustments. Change orders must be agreed in writing (including email) before the additional work begins.
7. Delivery, acceptance, and launch
Deliverables are considered accepted when (a) the Client provides written approval, (b) the Client uses or deploys the deliverable in production, or (c) seven (7) calendar days have passed since delivery without a written list of specific, scope-conforming defects. Once accepted, additional work is treated as a new engagement or change order.
8. Intellectual property
Subject to full payment of all fees due, upon final acceptance the Client receives ownership of the final, project-specific deliverables created for the Client under the Project Agreement ("Final Deliverables"), excluding the items listed below. Until full payment is received, all rights remain with GV Development.
The following are not transferred and remain the property of GV Development or their respective owners:
- Pre-existing tools, libraries, code snippets, frameworks, components, design systems, and know-how owned or licensed by GV Development. We grant the Client a perpetual, worldwide, non-exclusive, non-transferable license to use these as incorporated in the Final Deliverables.
- Third-party software, themes, plugins, fonts, stock media, and services, which remain governed by their own licenses.
- Source files, working files, and preliminary concepts that are not part of the Final Deliverables.
The Client grants GV Development a non-exclusive, worldwide, royalty-free license to display, reference, and describe the Final Deliverables and the Client's name and logo in our portfolio, case studies, and marketing materials, unless otherwise agreed in writing.
9. Client content and warranties
The Client represents and warrants that any content, data, or materials it provides (a) are owned by the Client or properly licensed, (b) do not infringe any third-party rights (including intellectual property, privacy, or publicity rights), and (c) comply with all applicable laws. The Client retains ownership of its content and grants GV Development the rights necessary to perform the Services.
10. Confidentiality
Each party agrees to keep confidential any non-public information marked or reasonably understood to be confidential, and to use such information only for the purpose of performing or receiving the Services. This does not apply to information that is publicly available, independently developed, or required to be disclosed by law. GV Development may disclose its engagement with the Client and general descriptions of the work performed for portfolio purposes, consistent with Section 8.
11. Third-party services
The Services may rely on third-party platforms (such as Shopify, WordPress, hosting providers, domain registrars, payment processors, plugins, and APIs). GV Development is not responsible for the availability, performance, security, terms, pricing, or policies of any third-party service. The Client is responsible for maintaining its own accounts and complying with the applicable third-party terms.
12. Hosting, maintenance, and support
Unless explicitly included in the Project Agreement, hosting, ongoing maintenance, monitoring, security patching, backups, plugin/theme updates, performance tuning, and support are not included with delivery and may be offered under a separate agreement. After acceptance, the Client is responsible for the ongoing operation, security, and maintenance of the deliverables.
13. Warranties and disclaimer
We warrant that the Services will be performed in a professional and workmanlike manner consistent with industry standards. EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS OR THE PROJECT AGREEMENT, THE SERVICES, DELIVERABLES, AND THIS WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, UNINTERRUPTED OR ERROR-FREE OPERATION, OR THAT DEFECTS WILL BE CORRECTED. WE DO NOT WARRANT ANY SPECIFIC BUSINESS OUTCOMES, REVENUE, RANKINGS, TRAFFIC, OR CONVERSIONS.
14. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL GV DEVELOPMENT, ITS OWNERS, EMPLOYEES, CONTRACTORS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR DATA, ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICES, OR THIS WEBSITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL CUMULATIVE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICES, OR THIS WEBSITE WILL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY THE CLIENT TO GV DEVELOPMENT FOR THE SPECIFIC ENGAGEMENT GIVING RISE TO THE CLAIM IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT. THESE LIMITATIONS APPLY REGARDLESS OF THE FORM OF ACTION (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE).
15. Indemnification
The Client agrees to defend, indemnify, and hold harmless GV Development and its owners, employees, contractors, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to (a) any content, materials, or instructions provided by the Client, (b) the Client's use or operation of the deliverables after acceptance, (c) the Client's breach of these Terms or any Project Agreement, or (d) the Client's violation of any law or third-party rights.
16. Termination
Either party may terminate a Project Agreement for material breach if the breach is not cured within ten (10) days after written notice. We may suspend or terminate Services immediately for non-payment or for conduct we reasonably believe to be unlawful, abusive, or harmful. Upon termination, the Client will pay for all Services performed and expenses incurred through the effective termination date. Sections that by their nature should survive termination — including those concerning intellectual property, confidentiality, warranties, indemnification, limitation of liability, and dispute resolution — will survive.
17. Force majeure
Neither party will be liable for any failure or delay in performance caused by events beyond its reasonable control, including acts of God, natural disasters, pandemics, war, terrorism, civil unrest, labor disputes, internet or utility outages, or third-party service failures.
18. Independent contractors
The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.
19. Acceptable use of this website
You agree not to (a) use this website in violation of any law, (b) attempt to gain unauthorized access to any part of the website or its underlying systems, (c) interfere with the operation of the website, (d) scrape, harvest, or collect information from the website by automated means, or (e) submit false, misleading, or unlawful content through any contact form.
20. Governing law and dispute resolution
These Terms are governed by and construed in accordance with the laws of the Republic of Latvia, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. The parties agree to attempt in good faith to resolve any dispute by direct negotiation before initiating formal proceedings. Any unresolved dispute arising out of or in connection with these Terms or any Project Agreement will be submitted to the exclusive jurisdiction of the competent courts of the Republic of Latvia, with venue in Riga, and the parties consent to personal jurisdiction and venue there. Any claim must be brought within one (1) year after the cause of action arises, or it is permanently barred, except where a longer period is required by mandatory provisions of Latvian law.
Where the Client is a consumer (a natural person acting outside the scope of their economic or professional activity) habitually resident in the European Union, nothing in this section deprives the consumer of the protection afforded by mandatory provisions of the law of the consumer's country of residence, including the right to bring proceedings in those courts.
21. Changes to these Terms
We may update these Terms from time to time. The updated version will be posted on this page with a new "Last updated" date. Continued use of the website after changes are posted constitutes acceptance of the updated Terms.
22. Severability and entire agreement
If any provision of these Terms is held unenforceable, the remaining provisions will remain in full force and effect, and the unenforceable provision will be replaced with an enforceable one that most closely reflects the original intent. These Terms, together with any applicable Project Agreement and our Privacy Policy, constitute the entire agreement between the parties on their subject matter and supersede all prior or contemporaneous understandings.
23. Contact
Questions about these Terms can be sent to hello@gvdevelop.com.
