Terms of Service
These Terms of Service (“Terms”) govern your access to and use of upgradiq.comand your purchase of services (collectively the “Services”) made available by UpgradIQ, Inc.(a Delaware corporation, “UpgradIQ,” “we,” “us,” and “our”).
Notice: This document is a working draft awaiting final review by counsel. It does not constitute legal advice.
1. Acceptance
By accessing the Services or completing a purchase, you agree to be bound by these Terms. If you do not agree, do not use the Services.
2. Eligibility
You must be at least eighteen years old and have the legal capacity to enter into contracts in your jurisdiction to use the Services or make a purchase.
3. Our products and services
3a. Software studio
UpgradIQ, Inc. is a software studio. It builds, owns, and operates its own software products, including Zat+, TodsUp, Forg.Pro, and /TSB, as well as any other products operated under the UpgradIQ, Inc. entity. These products are owned and operated exclusively by UpgradIQ, Inc. Use of each product is governed by that product’s own terms of service where applicable.
3b. Build packages
UpgradIQ offers website and MVP build packages for clients. Available packages and current pricing are listed on the site. Reference pricing at the time of writing:
- Launch — $499 (one-time, fixed scope)
- Startup Site — $1,500 (one-time, fixed scope)
- Product + MVP — $4,500 total; a 50% deposit ($2,250) is required to begin work, with the balance due on delivery.
- Care — $199 per month (ongoing maintenance subscription, billed monthly via Stripe).
Pricing on the site supersedes the figures above if they differ.
4. Payments
All payments are processed by Stripevia Stripe Checkout. By completing a purchase you agree to Stripe’s terms of service. UpgradIQ does not store your card number or payment instrument details. One-time packages are charged in full at checkout, except for the Product + MVP package, which requires a 50% deposit at checkout with the balance invoiced on delivery. The Care subscription is charged monthly until cancelled.
5. Refunds and cancellations
5a. One-time build packages
Deposits and one-time build fees are non-refundable once work has begun. If you cancel before work begins, contact us within 24 hours of payment at hello@upgradiq.com to request a refund. We will honour refund requests received before any work has started.
5b. Care subscription
You may cancel the Care subscription at any time via the Stripe billing portal. Cancellation stops future renewals. There are no partial-month refunds. Your access continues until the end of the current billing period.
6. Deliverables and scope
Work is delivered per the written scope agreed at the time of purchase. Any work outside that scope will be quoted separately before it begins. UpgradIQ will notify you promptly if a scope change is required. Delivery timelines are estimates; delays caused by client-side factors (late feedback, missing assets or credentials) do not constitute a breach by UpgradIQ.
7. Intellectual property
7a. Delivered work
Upon receipt of full payment for a build package (including the balance due on the Product + MVP package), UpgradIQ assigns to the client all rights to the custom website or application delivered under that engagement. The assignment is effective only on full payment.
7b. UpgradIQ tooling and products
UpgradIQ retains all rights to its internal tooling, frameworks, libraries, and boilerplate code used in delivery, as well as to all products listed in Section 3a. Nothing in these Terms transfers ownership of those assets to the client.
7c. Site content
All content on this website, including text, graphics, and code, is owned by or licensed to UpgradIQ. You may view and share it for non-commercial personal use with attribution. Any other use requires our prior written permission.
8. Acceptable use
You agree not to: (a) submit false or misleading information; (b) attempt to gain unauthorized access to any portion of the Services; (c) introduce malware or attempt to interfere with site functionality; (d) scrape, harvest, or collect data about other users; or (e) use the Services in violation of applicable law.
9. Third-party links
The Services may contain links to third-party websites. UpgradIQ is not responsible for the content, policies, or practices of any third-party site.
10. Disclaimers
The Services are provided “as is” and “as available.” To the fullest extent permitted by law, UpgradIQ disclaims all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
11. Limitation of liability
To the fullest extent permitted by law, UpgradIQ and its officers, directors, employees, and agents shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits or revenues, arising out of or related to your use of the Services. UpgradIQ’s total liability for any claim arising from a build engagement shall not exceed the amount you paid for that engagement.
12. Indemnification
You agree to indemnify and hold harmless UpgradIQ from any claims, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising out of your breach of these Terms or your misuse of the Services.
13. Governing law and venue
These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws principles. Any dispute arising out of or related to these Terms shall be subject to the exclusive jurisdiction of the state and federal courts located in Delaware.
14. Changes
We may modify these Terms from time to time. Material changes will be communicated by email or a prominent notice on the site. Continued use of the Services after the effective date of the changes constitutes acceptance.
15. Contact
Questions about these Terms may be directed to hello@upgradiq.com.