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Legal Agreement

Terms & Conditions

Effective Date: January 1, 2026 | Last Updated: March 2026

1

Acceptance of Terms

By engaging EngageSphere (“Company,” “we,” “us,” or “our”), signing a Statement of Work (SOW), accessing our digital portals, or retaining our software engineering services, you (“Client,” “you,” or “your”) unconditionally agree to be bound by these Terms & Conditions.

2

Services & Statements of Work (SOW)

All software development, UI/UX design, cloud architecture, and technical consulting projects are formally governed by an individual Statement of Work (SOW) or digital work agreement detailing:

  • Deliverables, milestones, sprint schedules, and architectural specifications.
  • Fixed-price milestone billing schedules or time-and-materials retainer terms.
  • Standard review, feedback, and acceptance verification windows (typically 7 business days per milestone release).
3

Intellectual Property (IP) Transfer

Upon 100% full financial settlement of all agreed invoices and fees under an applicable SOW:

Client Ownership: EngageSphere irrevocably assigns and transfers to the Client all right, title, and interest in and to custom source code, application assets, designs, and bespoke documentation produced specifically for the Client.

Pre-Existing IP & Frameworks: EngageSphere retains ownership of pre-existing core libraries, generic boilerplate components, and proprietary automation frameworks. The Client is granted an irrevocable, perpetual, royalty-free license to use and adapt these components as embedded within their custom project.

4

Client Obligations & Cooperation

The Client agrees to provide timely feedback, assets, third-party API credentials, domain access, and necessary project clarifications within reasonable timeframes. Delays in providing necessary approvals or feedback exceeding 14 calendar days may adjust project delivery timelines accordingly.

5

Warranties & Limitation of Liability

EngageSphere warrants that all engineering work will be performed in a professional and workmanlike manner consistent with prevailing industry standards. A complimentary 30-day bug-fix warranty is provided for all production releases.

To the maximum extent permitted under applicable law, in no event shall EngageSphere be liable for indirect, incidental, or consequential damages. Total cumulative liability under any SOW is capped at the total amount actually paid by Client to EngageSphere for that specific SOW.
6

Governing Law & Dispute Resolution

These Terms & Conditions and all related agreements are governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to conflict of law principles. Any dispute arising out of or related to these Terms shall be resolved exclusively in the state or federal courts located in Sheridan County, Wyoming.

7

Contact Information

For questions concerning our contractual terms or statements of work:

EngageSphere Contracts & Operations

30 N Gould Street, Ste R, Sheridan, Wyoming 82801

Email: info@engagesphere.us

Phone: (517) 271-8582