Terms of Service
Last updated: August 26, 2025
These Terms of Service (“Terms”) govern your use of Binary Shift’s services and constitute a binding agreement between you (“Client”) and Binary Shift (“Company,” “we,” “our,” or “us”).
Services Provided
Binary Shift provides custom software development, mobile application development, artificial intelligence integration, technology consulting, and related professional services. All services are delivered according to project-specific agreements that incorporate these Terms by reference.
Client Responsibilities and Obligations
Clients are responsible for providing accurate and complete project requirements, specifications, and any necessary materials or access required for service delivery. Timely feedback, approvals, and responses to our communications are essential for maintaining project schedules and deliverable quality. Clients must ensure that all information provided to us is accurate and that they have appropriate authority to engage our services on behalf of their organization.
Payment of invoiced amounts is due according to the payment schedule outlined in the applicable project agreement. Late payments may result in project suspension and additional fees as specified in individual contracts.
Intellectual Property Rights
Clients retain full ownership rights to their proprietary business logic, data, trade secrets, and existing intellectual property. Binary Shift retains ownership of our proprietary development methodologies, tools, frameworks, and general industry knowledge developed independently of client engagements.
Upon full payment of all applicable fees, clients receive complete ownership of custom code, applications, and specific deliverables created exclusively for their projects. Any pre-existing Binary Shift intellectual property incorporated into client deliverables is licensed for the client’s unlimited use in connection with the delivered solution.
Service Delivery and Acceptance
Project timelines and deliverable specifications are established through individual project agreements. We commit to delivering services that meet the agreed specifications and industry professional standards. Clients have a reasonable review period, as specified in project agreements, to evaluate deliverables and request corrections for any work that does not conform to agreed specifications.
Limitation of Liability and Disclaimers
Binary Shift’s total liability for any claims arising from our services, regardless of the form of action, shall not exceed the total amount paid by the client for the specific services giving rise to the claim. We are not liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, business interruption, or data loss.
Our services are provided on an “as is” basis without warranties beyond those specifically stated in project agreements. We disclaim all implied warranties including merchantability, fitness for a particular purpose, and non-infringement, except to the extent such disclaimers are prohibited by applicable law.
Confidentiality and Data Protection
Both parties acknowledge that they may have access to confidential information during the course of our engagement. We commit to maintaining the confidentiality of all client information and data according to industry best practices and applicable privacy regulations. Clients similarly agree to protect any proprietary methodologies or sensitive business information disclosed by Binary Shift.
Termination and Modification
Either party may terminate ongoing services with appropriate written notice as specified in individual project agreements. Upon termination, clients receive all completed deliverables and retain rights to work products for which payment has been made. Any outstanding payment obligations survive termination.
These Terms may be modified only through written agreement signed by authorized representatives of both parties. Project-specific agreements may contain additional terms that supplement but do not contradict these general Terms of Service.
Governing Law and Dispute Resolution
These Terms are governed by the laws applicable to Binary Shift’s business location. Any disputes arising from our services will be addressed first through good faith negotiation. If resolution cannot be achieved through direct discussion, disputes will be resolved through binding arbitration administered by a mutually acceptable arbitration service.
General Provisions
If any provision of these Terms is found to be unenforceable, the remaining provisions continue in full force and effect. Our failure to enforce any right or provision does not constitute a waiver of that right or provision. These Terms constitute the complete agreement regarding the general terms of our service relationship, superseding any prior understandings or agreements except as specifically referenced in individual project contracts.
Contact Information
For questions regarding these Terms of Service or to discuss specific project requirements, contact us. We respond to all legal and contractual inquiries promptly to ensure clear communication and mutual understanding of our service relationship.