Terms of Use

Codepathics Digital
Last Updated: October 30, 2025

1. Acceptance of Terms

Welcome to Codepathics Digital. These Terms of Use (“Terms”) constitute a legally binding agreement between you (“Client,” “you,” or “your”) and Codepathics Digital (“we,” “us,” or “our”), a sole proprietorship operating in Sabah, Malaysia.

By accessing our website at codepathics.com, engaging our services, or entering into a service agreement with us, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

If you do not agree to these Terms, you must not use our website or services.

2. Services

Codepathics Digital provides custom web and application development services, including but not limited to:

  • Custom website design and development
  • Web application development
  • Mobile application development
  • Software development and programming
  • Website maintenance and support
  • Consulting and technical advisory services

The specific scope of services, deliverables, timelines, and pricing will be outlined in a separate service agreement or statement of work for each project.

3. Eligibility

You must be at least 18 years of age to use our services or enter into an agreement with us. By using our services, you represent and warrant that you are at least 18 years old and have the legal capacity to enter into these Terms.

If you are entering into these Terms on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

4. Service Agreements and Project Scope

4.1 Project Commencement

All projects begin upon mutual agreement of the scope, timeline, and fees as outlined in a written proposal, service agreement, or statement of work.

4.2 Scope Changes

Any changes to the agreed-upon scope of work must be requested in writing and approved by both parties. Changes may result in adjustments to the timeline and fees.

4.3 Client Responsibilities

You agree to:

  • Provide accurate and complete information necessary for project completion
  • Provide timely feedback and approvals as requested
  • Provide necessary access to systems, accounts, or resources
  • Respond to communication within reasonable timeframes
  • Provide all required content, materials, and assets

Delays caused by failure to fulfill these responsibilities may result in project timeline extensions and additional fees.

5. Fees and Payment

5.1 Payment Terms

Payment terms, amounts, and schedules will be specified in your service agreement. We accept payment through:

  • Stripe
  • PayPal
  • Other methods as mutually agreed upon

5.2 Late Payments

Late payments may result in:

  • Suspension of work on your project
  • Interest charges on overdue amounts as permitted by law
  • Additional fees for collection efforts

5.3 Taxes

All fees are exclusive of applicable taxes. You are responsible for paying all taxes associated with your purchase.

6. Cancellation and Refund Policy

6.1 Client Cancellation

If you cancel a project after work has commenced, no refunds will be issued for work already completed or payments already made.

This includes situations where:

  • You decide to terminate the project before completion
  • You fail to respond to communications for 30 days or more
  • You breach these Terms or your service agreement

6.2 Partial Completion

In the event of cancellation, you will be billed for:

  • All work completed up to the cancellation date
  • Any third-party costs incurred on your behalf (hosting, licenses, etc.)
  • Any outstanding balances per the payment schedule

6.3 Our Right to Terminate

We reserve the right to terminate a project and refund unused portions of payments in the following circumstances:

  • If continuing the project would require us to violate laws or regulations
  • If you breach these Terms or engage in abusive behavior toward our team
  • If you provide false or misleading information
  • If the project becomes technically infeasible due to circumstances beyond our control

7. Intellectual Property Rights

7.1 Ownership of Deliverables

Upon full payment of all fees, you will own the final deliverables specifically created for you as outlined in your service agreement. This includes:

  • Custom code written specifically for your project
  • Design assets created specifically for your project
  • Content created by us specifically for your project

7.2 Our Retained Rights

We retain ownership of:

  • Pre-existing code, libraries, frameworks, and tools
  • Our methodologies, processes, and business practices
  • Any reusable components, templates, or code not specifically created for your project
  • Our general knowledge and experience

7.3 Third-Party Components

Projects may incorporate third-party software, libraries, plugins, or tools that are subject to their own licenses. You are responsible for complying with all applicable third-party licenses.

7.4 Portfolio Rights

Unless otherwise agreed in writing, we reserve the right to:

  • Display the work created for you in our portfolio
  • Use the project as a case study
  • Reference you as a client

If you require confidentiality, this must be agreed upon in writing before project commencement.

7.5 Client Content

You retain ownership of all content, materials, and information you provide to us. By providing such materials, you grant us a license to use them solely for the purpose of completing your project.

8. Warranties and Disclaimers

8.1 Our Warranties

We warrant that:

  • Services will be performed in a professional and workmanlike manner
  • We have the right to provide the services
  • Final deliverables will substantially conform to the specifications in your service agreement

8.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY STATED ABOVE, OUR SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that:

  • Our services will meet all of your requirements
  • Our services will be uninterrupted, timely, secure, or error-free
  • Results obtained from our services will be accurate or reliable
  • Any errors in deliverables will be corrected after final payment

8.3 Third-Party Services

We are not responsible for the performance, reliability, or availability of third-party services, platforms, or tools used in your project, including but not limited to hosting providers, payment processors, or software libraries.

9. Limitation of Liability

9.1 Limitation of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CODEPATHICS DIGITAL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF OUR SERVICES.

9.2 Cap on Liability

OUR TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO US IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

9.3 Exceptions

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, our liability will be limited to the greatest extent permitted by law.

10. Indemnification

You agree to indemnify, defend, and hold harmless Codepathics Digital, its owner, employees, and contractors from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or relating to:

  • Your breach of these Terms
  • Your use of our services
  • Content or materials you provide to us
  • Your violation of any third-party rights, including intellectual property rights
  • Your violation of any applicable laws or regulations

11. Confidentiality

11.1 Confidential Information

Both parties agree to keep confidential any proprietary or sensitive information disclosed during the course of the project, except as required by law or with written consent.

11.2 Exceptions

Confidential information does not include information that:

  • Is or becomes publicly available through no breach of this agreement
  • Was rightfully known prior to disclosure
  • Is independently developed
  • Is rightfully obtained from a third party

12. Acceptable Use

You agree NOT to:

  • Use our services for any illegal or unauthorized purpose
  • Violate any laws in your jurisdiction
  • Infringe or violate the intellectual property rights of others
  • Transmit any malicious code, viruses, or harmful data
  • Attempt to gain unauthorized access to our systems or networks
  • Interfere with or disrupt the integrity or performance of our services
  • Engage in any conduct that is harmful, threatening, abusive, or harassing
  • Provide false, misleading, or fraudulent information
  • Use our services to spam, phish, or engage in other deceptive practices

Violation of these terms may result in immediate termination of services without refund.

13. Maintenance and Support

Unless otherwise specified in your service agreement:

  • We are not obligated to provide ongoing maintenance or support after project completion
  • Post-launch support and maintenance services may be available for an additional fee
  • You are responsible for maintaining backups of your data
  • Bug fixes for issues discovered within 30 days of final delivery may be provided at no charge, at our discretion

14. Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to:

  • Acts of God, natural disasters, or severe weather
  • War, terrorism, or civil unrest
  • Government actions or regulations
  • Internet or telecommunications failures
  • Power outages or equipment failures
  • Pandemics or public health emergencies

15. Dispute Resolution

15.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of Malaysia, without regard to its conflict of law provisions.

15.2 Jurisdiction

Any disputes arising out of or relating to these Terms or our services shall be subject to the exclusive jurisdiction of the courts of Sabah, Malaysia.

15.3 Informal Resolution

Before filing any formal legal action, the parties agree to attempt to resolve disputes through good-faith negotiation for at least 30 days.

16. Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

  • Posting the updated Terms on our website
  • Updating the “Last Updated” date at the top of this document
  • Sending email notification to active clients (for significant changes)

Your continued use of our services after changes take effect constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using our services.

17. Severability

If any provision of these Terms is found to be unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

18. Entire Agreement

These Terms, together with your service agreement and our Privacy Policy, constitute the entire agreement between you and Codepathics Digital regarding your use of our services and supersede all prior agreements and understandings.

19. Waiver

Our failure to enforce any provision of these Terms shall not be construed as a waiver of that provision or our right to enforce it in the future.

20. Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. We may assign these Terms without your consent in connection with a merger, acquisition, or sale of assets.

21. Survival

Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to intellectual property rights, limitation of liability, indemnification, and dispute resolution provisions.

22. Contact Information

If you have any questions about these Terms, please contact us:

Codepathics Digital
Email: [email protected]
Website: codepathics.com

23. Acknowledgment

BY USING OUR SERVICES, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM.

These Terms of Use are effective as of the date stated above and govern all use of Codepathics Digital’s services.