Terms of Service

Agreement to Terms

By accessing or using ZIRA Software's website and services, you agree to be bound by these Terms of Service and all applicable laws and regulations. If you disagree with any part of these terms, you may not access our services.

Services

ZIRA Software provides digital design and software development services, including:

• •Custom web application development
• •Mobile application development
• •UI/UX design and brand strategy
• •API development and integration
• •E-commerce solutions
• •Technical consulting and strategy

Payment Terms

Unless otherwise agreed in writing:

• •A 50% deposit is required before work begins
• •The remaining balance is due upon project completion
• •For larger projects, milestone-based payments may be arranged
• •Invoices are payable within 14 days of receipt
• •Late payments may incur interest charges of 1.5% per month

Intellectual Property

Upon receipt of final payment in full:

• •All rights to the final deliverables will be transferred to the client
• •ZIRA Software retains the right to use completed projects in portfolios and marketing materials
• •Pre-existing intellectual property and third-party assets remain the property of their respective owners
• •Source code will be transferred upon final payment unless otherwise specified

Client Responsibilities

Clients are responsible for:

• •Providing timely feedback and approvals within agreed timeframes
• •Supplying necessary content, materials, and assets as required
• •Ensuring they have rights to all provided materials
• •Making timely payments as agreed in the project agreement
• •Designating a primary contact for project communication

Confidentiality

Both parties agree to keep confidential all non-public information disclosed during the project:

• •Client business information, strategies, and proprietary data remain confidential
• •ZIRA Software's proprietary methods, tools, and processes remain confidential
• •Neither party will disclose confidential information to third parties without written consent
• •Confidentiality obligations survive the termination of any agreement for 2 years
• •Exceptions: information that becomes public, was already known, or is required by law

Project Changes & Scope

Changes to project scope after work has begun:

• •Any changes to the agreed scope must be documented in writing
• •Additional work outside the original scope will be quoted separately
• •We reserve the right to adjust timelines if scope changes are requested
• •Significant scope changes may require a new project agreement

Termination & Cancellation

Either party may terminate a project under the following conditions:

• •By Client: You may cancel at any time with written notice. Deposits are non-refundable. You will be invoiced for all work completed up to the cancellation date.
• •By ZIRA Software: We may terminate if payment is overdue by 30+ days, if you breach these terms, or if continuation becomes impractical. We will deliver all completed work upon termination.
• •Project Pause: Projects paused for more than 30 days may be subject to re-scoping and adjusted pricing.
• •Deliverables: Upon termination and payment of all amounts due, you receive rights to all completed and approved work.

Warranty Disclaimer

Our services are provided on an "as is" and "as available" basis:

• •We warrant that our work will be performed in a professional and workmanlike manner
• •We will fix any bugs or defects reported within 30 days of project delivery at no additional cost
• •We do not guarantee specific business outcomes, search rankings, or conversion rates
• •Third-party services, APIs, and integrations are subject to their own terms and availability
• •We are not responsible for issues arising from client modifications to delivered work

EXCEPT AS EXPRESSLY STATED ABOVE, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Indemnification

You agree to indemnify, defend, and hold harmless ZIRA Software and its team members from any claims, damages, losses, or expenses (including legal fees) arising from: (a) your breach of these terms, (b) your use of our deliverables, (c) content or materials you provide to us, (d) your violation of any third-party rights, or (e) any claims that materials you provided infringe on intellectual property rights of others.

Limitation of Liability

To the maximum extent permitted by law:

• •ZIRA Software's total liability shall not exceed the total amount paid for the specific project in question
• •We are not liable for any indirect, incidental, special, consequential, or punitive damages
• •We are not liable for lost profits, data loss, business interruption, or other intangible losses
• •These limitations apply regardless of the legal theory (contract, tort, negligence, or otherwise)

Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond their reasonable control, including but not limited to: natural disasters, pandemics, war, terrorism, riots, government actions, power failures, internet outages, or third-party service failures. The affected party will notify the other party promptly and make reasonable efforts to mitigate the impact.

Dispute Resolution

In the event of a dispute:

• •Good Faith Discussion: Both parties agree to first attempt to resolve disputes through good faith negotiation
• •Mediation: If negotiation fails, parties agree to attempt mediation before pursuing litigation
• •Jurisdiction: Any legal proceedings shall be conducted in the courts of California, USA, or alternatively in the courts of the client's jurisdiction if within the European Union
• •Legal Fees: The prevailing party in any dispute shall be entitled to recover reasonable legal fees

Governing Law

For clients in the United States, these terms shall be governed by the laws of the State of California. For clients in the European Union, these terms shall be governed by the laws of Romania, with the protections of applicable EU consumer laws preserved. This choice of law does not deprive consumers of the protection afforded by mandatory provisions of their country of residence.

Severability & Entire Agreement

If any provision of these terms is found to be unenforceable, the remaining provisions will continue in full force and effect. These Terms of Service, together with any project-specific agreements, constitute the entire agreement between you and ZIRA Software regarding the subject matter herein and supersede all prior agreements and understandings.