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Confidentiality

All information exchanged between Blackpixel Inc. ("Specter Studio" or the "Contractor") and {{COMPANY}} (the "Client") is considered confidential information. Both sides need to take the necessary steps to guarantee that any information exchanged stays confidential and that it's used only for the purpose of this project. Confidential information does not include information that is already in the public domain or might become public during the course of the work on this project.

Proposal Terms

1. Independent Contractor

The Contractor is engaged by the Client as an independent website maintenance contractor to provide the services described in the Project Scope for the duration of this agreement.

2. Invoicing & Currency

All invoices will be issued in {{CURRENCY}} and are expected to be paid in {{CURRENCY}}, within 14 days of the invoice issue date. Applicable taxes will be added to invoices for Canadian clients as required by law.

3. Service Term and Client Cooperation

The service term will run from September 3, 2026 to September 2, 2027. To support accurate and timely updates, the Client will provide the Contractor with the necessary content, instructions, approvals, and access within a reasonable timeframe.

4. Subcontracting

The Contractor is allowed to, but not required to, hire subcontractors in order to fulfill the project requirements and deliver the completed project on time.

5. Change Requests

Any material services requested outside the Project Scope will be quoted separately and undertaken only after written approval from the Client. Out-of-scope work may affect previously agreed schedules or response times.

6. Severability

The terms of this contract are independent of one another. If one or more of its terms are found to be unenforceable, the rest of the contract will remain in force.

7. Third-Party Rights

The Client guarantees that any graphics, images, texts, plug-ins, or add-ons used in the project are owned by the Client or that their use is paid for to the rightful owner. In case of breach of a third party's rights, the Client agrees to indemnify the Contractor against all costs and damages that may arise from such breach.

8. Transfer of Copyrights

All copyrights over the final project will be transferred from the Contractor to the Client as soon as the final payment is completed. The Contractor keeps the right to show the client's website as part of its portfolio.

9. Entire and Sole Agreement

This agreement is the entire agreement between the two parties and the only agreement in regards to this project. Any changes in scope or price must be outlined in a new, separate document and agreed upon by both sides.

10. Corrections and Quality Assurance

During the service term, the Contractor will correct, at no additional cost, any errors introduced by the Contractor or any work that does not follow the Client’s approved instructions. Requests involving new or revised content, functionality, or requirements outside the Project Scope may be treated as change requests under Term 5.

11. Termination

This Project may be terminated at any point by the Client or Contractor before completion. Either party may end this Project for any reason by sending an email or letter to the other party, informing the recipient that the sender is ending the Project.

The Client will pay the Contractor for all work completed up to the termination date and will reimburse the Contractor for any agreed-upon, non-cancellable expenses.