Terms of Service

1. Introduction & Company Details

These Terms of Service ("Terms") are entered into by and between you ("Client," "you," or "your") and Darkless LTD, a limited company registered in the United Kingdom ("Darkless," "we," "us," or "our"). Our principal place of business is located in London, UK.

DarkCode is our brand name for providing Web Development services. By using or purchasing our services, you agree to be bound by these Terms in full. If you do not agree, please refrain from using our services.

2. Ownership And Licensing
  • Source Code Ownership: By default, Darkless retains full ownership and copyright of all source code developed. Clients receive a non-exclusive, non-transferable license to use the final product for its agreed-upon purpose.
  • Modification Rights: Clients may not modify, reverse-engineer, or redistribute the product unless a specific source code license is purchased.
  • Optional Source Code: Clients may negotiate and purchase full or partial source code rights. Even when licensed, copyright ownership remains with Pinkcloud Studios unless explicitly transferred in writing.
3. Project Scope and Clarity

Clients must provide clear and complete requirements before development begins.

Features not explicitly included in the agreed scope will not be delivered and may require additional costs if added later.

4. Delivery and Hosting

Hosting Options:

  • DarkCode can host the project on our infrastructure.
  • Alternatively, clients may receive a deployed product or source files depending on the license.

Progress Updates Clients may request updates or previews during development. Final approval is required before project handover.

5. Pricing and Negotiation

Pricing is based on the deliverables, not time spent.

Quotes are provided per module (e.g., UI, API, database) to ensure transparency.

All pricing is final unless negotiated based on feature reductions.

Prices are designed to appear fair and intentional (e.g., $350 instead of $400).

Clients attempting to negotiate must specify which features they are willing to remove or simplify.

6. Additional Development & Maintenance

All post-delivery changes are considered new work and will be quoted separately.

Bug fixes related to the original project will be addressed free of charge within a 14-day grace period after delivery (unless otherwise agreed).

Long-term support or maintenance can be arranged under a separate agreement.

7. Code Protection and Validation

DarkCode may use code obfuscation, license validation, or server communication mechanisms to protect intellectual property.

Client applications may require online verification where applicable.

8. Legal and Liability

Jurisdiction: This agreement shall be governed by and interpreted in accordance with the laws of the United Kingdom, and any disputes shall be resolved in the courts of England and Wales.

Limited Liability: Darkless shall not be held liable for any indirect, incidental, or consequential damages, including loss of data, profit, or business opportunities arising from the use or inability to use the product.

Force Majeure: Darkless shall not be liable for delays or failure to perform resulting from causes beyond reasonable control (e.g., natural disasters, power outages, server failures).

No Warranty:: The product is provided "as-is" unless otherwise agreed. No warranties, either express or implied, are given unless part of a support contract.

9. Disclaimers & Limitation of Liability

No Warranty: Our services are provided on an “as is” and “as available” basis. We do not guarantee uninterrupted or error-free service and disclaim all implied warranties to the fullest extent permitted by law.

Limitation of Liability: To the maximum extent permitted under UK law, Darkless shall not be liable for any indirect, incidental, special, or consequential damages, including lost profits or data. In any event, our total cumulative liability shall not exceed the fees paid by you in the three (3) months preceding the claim.

DDoS & Security Incidents: While we may offer or recommend DDoS protection services, you acknowledge that malicious attacks may still occur, and we cannot be held liable for such events.

10. Termination & Cancellation

Cancellation by Client: Provide at least fourteen (14) days’ written notice before your next billing cycle to avoid additional charges. Failure to do so may result in being charged for the upcoming period.

Immediate Termination: We reserve the right to suspend or terminate services immediately if you engage in abuse or harassment of our staff, maintain unresolved payment disputes, or engage in any illegal uses of our services.

Post-Termination Data: Upon termination, if all invoices are settled, we will coordinate transferring any relevant data to you. We are not responsible for maintaining your environment once services are terminated.

11. Dispute Resolution & Governing Law

Good-Faith Resolution: Both parties agree to attempt an amicable resolution through direct communication before taking legal action.

Jurisdiction: Any disputes shall be governed by and construed in accordance with the laws of England and Wales, and all litigation will be conducted in the United Kingdom.

12. Communications & Updates

Official Notifications: Announcements regarding material changes to these Terms will be posted in our Discord server or sent via email.

Acceptance of Changes: Continued use of our services after notification of modifications signifies your acceptance of the revised Terms.

13. Relationship of Parties

Nothing in these Terms is intended to create a partnership, joint venture, or employment relationship between Darkless and you. Each party is an independent contractor.

14. Miscellaneous

Entire Agreement: These Terms, together with any additional written agreements (such as Privacy Policies or specific Service Orders), represent the entire agreement between Darkless and you, superseding any prior understandings or agreements.

Severability: If any provision is deemed unenforceable, the remaining provisions will remain in full force and effect.

Waiver: Failure to enforce any part of these Terms does not constitute a waiver of the right to enforce that part in the future.

Force Majeure: Darkless is not liable for delays or failures due to events beyond our reasonable control, including natural disasters, power outages, or third-party interruptions.