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Terms of Service

Last updated: 23 October 2026

These Terms of Service (“Terms”) apply to every service provided by TechPhase (“we”, “us”), to you, the client (“you”). They also govern your use of techphase.net.

Please read them carefully. By accepting a quote, signing a proposal or Statement of Work, paying an invoice, or asking us to start work, you agree to these Terms. If you are accepting on behalf of a business, you confirm that you are authorised to bind it.

Part A: General terms (all services)

1. Our services

We provide the following services, alone or combined:

1. Web Development
2. E-commerce
3. Mobile App Development
4. UI/UX Design
5. Digital Marketing & SEO
6. Branding & Graphic Design
7. Video Editing & UGC Ads
8. 2D/3D Animation
9. AI Automation
10. Business Consulting

and related support, maintenance, hosting management and retainer services (together, the “Services”). Part B adds rules specific to each Service.

2. Quotes, proposals and Statements of Work

2.1 Each project is defined in a written quote, proposal, Statement of Work or invoice (an “SOW”). The SOW sets out the deliverables, timeline, fees, payment schedule, number of revision rounds and any usage rights.

2.2 Quotes are valid for 30 days unless stated otherwise.

2.3 If an SOW conflicts with these Terms, the SOW wins for that project, but only where it expressly says it overrides these Terms.

2.4 Anything not listed in the SOW is outside the scope. Examples include copywriting, stock media, third-party licences, hosting, ad spend, translations, legal review and ongoing maintenance.

3. Changes to scope

3.1 If you ask for work outside the SOW, we will send a written change request with the extra cost and any effect on the timeline. We start the extra work once you approve it in writing (email is enough).

3.2 Minor changes may be absorbed at our discretion. This does not waive our right to charge for later changes.

4. Fees and payment

4.1 Deposit. Unless the SOW says otherwise, projects require a 50% non-refundable deposit once work has started before we begin (see our Refund Policy). The rest is payable on the milestones in the SOW, and in any case before final files, source code or account ownership are handed over.

4.2 Retainers and monthly services (for example SEO, social media, ads management and maintenance) are billed monthly in advance.

4.3 Payment terms. Invoices are payable within 7 days of the invoice date, in the currency stated, by the payment methods stated on your invoice. You pay your own bank and transfer charges so that we receive the full invoiced amount.

4.4 Taxes. Fees exclude VAT, sales tax, GST and similar taxes, which you will pay where they apply. If the law requires you to withhold tax from a payment, you will gross up the payment so that we receive the amount we would have received without the withholding, unless we agree otherwise in writing.

4.5 Late payment. If an invoice is unpaid on its due date, we may:

• charge late-payment interest of 1.5% per month on the overdue amount, or the maximum rate permitted by law if that is lower;
• recover our reasonable costs of collecting the debt;
• pause work after giving you 7 days’ written notice. Paused time does not count towards deadlines, and restarting may depend on our team’s availability;
• withhold deliverables, source files, access credentials and the IP transfer in Section 9 until full payment.

4.6 Third-party costs. Hosting, domains, premium themes and plugins, app store accounts, stock media, fonts, music, talent fees, software subscriptions, AI/API usage and advertising spend are either paid by you directly or re-billed to you at cost, plus any handling fee stated in the SOW.

5. Your responsibilities

You agree to:

• give us complete and accurate content, information, feedback, approvals and access on time;
• appoint one decision-maker for approvals;
• make sure everything you give us, including text, images, logos, music, data and product claims, is owned by you or properly licensed, and that its use is lawful;
• review deliverables and report problems promptly;
• be responsible for your own legal, regulatory and industry compliance. This includes your website’s privacy and cookie notices, consumer law, advertising claims and data protection obligations towards your customers, unless the SOW expressly makes it our task.

If you are late providing what we need, our deadlines move by at least the same period. If a project is on hold because of you for more than 30 days, we may invoice the work completed so far and treat the project as paused, or close it under Section 15.

6. Timelines

Timelines in an SOW are good-faith estimates based on the agreed scope and your timely input. We will keep you updated and reply to messages within one business day (Pakistan time, Monday to Friday, excluding public holidays). We are not responsible for delays caused by you, third-party platforms, app stores or events beyond our control (Section 19).

7. Revisions and acceptance

7.1 Each SOW includes a set number of revision rounds. A “revision round” is one consolidated set of changes to an existing deliverable within the original brief. A new concept, a new direction or a new feature is a change of scope.

7.2 Extra revision rounds are billed at our then-current rates or as quoted.

7.3 Acceptance. Please review each deliverable and either approve it or send a consolidated list of issues within 7 days of delivery. If you do not respond within that time, or you start using the deliverable publicly (for example by launching the site or running the ad), it is treated as accepted.

8. Third-party and open-source components

Deliverables may include third-party software, plugins, themes, fonts, stock images, music, templates, APIs, AI models and open-source code. These remain subject to their own licences and terms, which you agree to comply with. We do not own them and cannot transfer ownership of them. We give no warranty for third-party components, and we are not liable for their changes, price increases, outages or discontinuation. Where a licence must be in your name, you will buy it or we will buy it on your behalf and re-bill it.

9. Intellectual property

9.1 Ownership after full payment. Once we have received full payment of all amounts due for a project, we assign to you all rights we hold in the final, approved deliverables created specifically for you (“Deliverables”). Until then, you receive a limited, revocable licence to use drafts only to review the work.

9.2 What does not transfer.

• Our background materials. Tools, code libraries, frameworks, templates, workflows, know-how and generic components that we created before or outside your project. We give you a non-exclusive, perpetual, worldwide, royalty-free licence to use them as part of the Deliverables.
• Third-party materials under Section 8.
• Unused concepts, drafts and alternatives that you did not choose. These stay with us unless the SOW says otherwise.
• UGC and talent content. This is licensed according to the usage rights in the SOW (see Part B, Section 7).

9.3 Our team. We work with freelance contractors. We obtain written assignments or licences from them so that we can transfer the rights described in this Section to you.

9.4 Moral rights. To the extent permitted by law, we waive, and will ask our contributors to waive, moral rights in the Deliverables. This does not apply to talent and creators where the SOW says otherwise.

9.5 Portfolio. We may show the Deliverables and name you as a client in our portfolio, website, social media, case studies and pitches, unless the work is confidential or you ask us in writing not to. We will never publish your confidential information.

9.6 Testimonials. We will publish a testimonial or review from you only with your permission, in words you have approved, and we will remove it on request.

10. Confidentiality

Each party will keep the other’s non-public business, technical and financial information confidential and use it only for the project. This does not apply to information that is public through no fault of the receiving party, was already known to it, is independently developed or is required by law to be disclosed. This obligation lasts during the project and for 3 years after it ends, and indefinitely for trade secrets and access credentials. We are happy to sign your NDA on request.

11. Data protection

Each party will comply with the data protection laws that apply to it. Where we process personal data on your behalf, we act as your processor and will sign a Data Processing Agreement on request. Our Privacy Policy explains how we handle personal data as a controller.

12. Warranties and disclaimers

12.1 We will perform the Services with reasonable skill and care, in line with good industry practice, using suitably skilled people.

12.2 No guaranteed results. Except as expressly stated in an SOW, we do not guarantee any particular business outcome. This includes revenue, sales, leads, rankings, traffic, conversion rates, ad performance, cost per lead, follower growth, app store approval, virality or investment.

12.3 To the maximum extent permitted by law, all other warranties, conditions and terms, express or implied, are excluded. This includes merchantability, fitness for a particular purpose, and uninterrupted or error-free operation.

13. Limitation of liability

13.1 Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be limited.

13.2 Subject to 13.1, we are not liable for any indirect or consequential loss, or for any loss of profit, revenue, business, goodwill, data or anticipated savings, even if it was foreseeable.

13.3 Subject to 13.1, our total liability arising out of or in connection with these Terms and any SOW, whether in contract, tort (including negligence) or otherwise, is limited to the total fees you paid us for the affected Service in the 12 months before the event giving rise to the claim.

13.4 You are responsible for keeping your own backups of content and data. We are not liable for loss of data that a reasonable backup would have prevented.

14. Indemnity

You will indemnify us against claims, losses, fines and reasonable legal costs arising from: (a) materials, data or instructions you supplied; (b) your products, services, advertising claims or business practices; (c) your breach of these Terms or of the law; or (d) your use of the Deliverables in a way not agreed with us. We will tell you promptly about any such claim and let you control its defence.

15. Termination

15.1 By either party. Either party may end a project by giving 14 days’ written notice, or immediately if the other party materially breaches these Terms and does not fix the breach within 14 days of being asked to, or becomes insolvent.

15.2 Retainers may be cancelled with 30 days’ written notice, after any minimum term in the SOW (see Part B).

15.3 On termination you must pay for all work done up to the termination date, any non-cancellable third-party costs we have committed to, and any unpaid milestones that have been reached. Deposits are dealt with under our Refund Policy. On full payment, we will hand over the Deliverables completed up to that date. Sections 8 to 14, 16, 17 and 20 survive termination.

16. Non-solicitation

During a project and for 12 months after it ends, you will not directly hire, or engage outside TechPhase, any team member or contractor who worked on your project without our written consent. If you do, you will pay us a placement fee equal to 25% of that person’s first-year fees or salary. This does not stop you from hiring someone who responds to a general job advertisement.

17. Governing law and disputes

17.1 These Terms and any SOW are governed by the laws of Pakistan.

17.2 We will first try to resolve any dispute in good faith by discussion between decision-makers for 30 days.

17.3 If the dispute is not resolved, the competent courts of Pakistan have exclusive jurisdiction.

17.4 If you are a consumer (an individual not acting for business purposes), you keep the protection of the mandatory laws of your country of residence, and you may bring proceedings in your local courts.

18. Consumers

Our Services are mainly intended for businesses. If you are a consumer in the UK or EU, you may have a legal right to cancel within 14 days of entering the contract, as explained in our Refund Policy. Nothing in these Terms affects your statutory rights.

19. Events beyond our control

Neither party is liable for delay or failure caused by events beyond its reasonable control. Examples include internet, power or platform outages, natural disasters, epidemics, war, civil unrest, government action or changes to third-party platforms. Payment obligations for work already done are not affected.

20. General

• Independent contractors. We are an independent contractor. Nothing creates a partnership, employment or agency relationship.
• Subcontracting. We may use subcontractors. We remain responsible for their work.
• Assignment. You may not transfer your rights without our consent. We may transfer the contract to a company that takes over the TechPhase business.
• Entire agreement. These Terms, the SOW and our Refund Policy are the entire agreement for a project.
• Notices may be given by email to the addresses used for the project.
• Severability. If any provision is invalid, the rest remains in force.
• No waiver. Delaying the enforcement of a right does not waive it.
• Changes. We may update these Terms. Changes apply to new SOWs, not to projects already underway, unless both parties agree.
• Language. If these Terms are translated, the English version prevails.

Part B: Service-specific terms

These terms apply in addition to Part A when you buy the relevant Service.

1. Web Development (WordPress, Shopify and custom websites and web apps)

• Hosting and domains. These are not included unless stated. We recommend they are registered in your name and under your account. If we manage hosting for you, a separate monthly fee applies, and the host’s terms and uptime levels apply.
• Browser and device support. We test on the latest two stable versions of Chrome, Safari, Firefox and Edge, on current iOS and Android devices, at common screen sizes. Older browsers are not supported unless agreed.
• Performance and accessibility. We build to good practice for speed, SEO-friendly structure and accessibility (targeting WCAG 2.2 AA where the SOW requires it). Scores from third-party tools can vary and are not guaranteed.
• Content. You provide final text and images unless copywriting or stock sourcing is in scope. Placeholder content is replaced only with content you supply.
• Launch warranty. For 30 days after launch, we will fix at no charge any defects that mean the site does not work as specified. This does not cover new features, changes made by you or others, third-party updates or hosting problems.
• After handover. Security updates, backups, plugin and theme updates, and core updates are your responsibility unless you have a maintenance plan with us.
• Legal pages and cookies. Your site’s privacy policy, cookie consent, terms and any regulatory notices are your responsibility unless included in the SOW. We can implement tools you choose.
• Credentials. We will return or delete the logins you gave us at the end of the project. Please change your passwords after handover.

2. E-commerce (Shopify, WooCommerce and online stores)

• Merchant accounts. Payment gateways, merchant accounts, store subscriptions, apps and shipping accounts must be in your name. You are responsible for their fees, approvals and terms.
• Payments. We configure payment gateways but never store card data. Card security (PCI DSS) is handled by your payment provider.
• Products and pricing. You are responsible for the accuracy of product data, prices, stock, images and claims, and for the store’s tax, shipping, returns, consumer law and checkout disclosures.
• Data migration. We will make reasonable efforts to migrate products, customers and orders. Please keep a backup before migration.
• No sales guarantee. We do not guarantee any level of sales or conversion.

3. Mobile App Development (iOS and Android)

• Developer accounts. Apple Developer and Google Play Console accounts should be in your name, and you pay the fees.
• App store approval not guaranteed. Apple and Google decide whether to approve an app. We build to their published guidelines and will make reasonable fixes for rejections that relate to the agreed scope. Changes required by new or changed store policies, or by your app’s business model or content, are billed separately.
• Devices and OS versions. We support the OS versions and devices listed in the SOW (by default, the current and previous major versions of iOS and Android). Future OS updates may require paid updates.
• Back-end and third parties. Servers, databases, push notifications, maps, payments and analytics services have their own costs and terms, which you pay.
• Store listings and privacy labels. You are responsible for the accuracy of your App Store and Google Play privacy disclosures, data safety forms and app privacy policy. We can help prepare them on request.
• Launch warranty. The 30-day defect warranty in Part B, Section 1 applies from public release or from delivery of the release build, whichever comes first.

4. UI/UX Design

• Deliverables. Design files (for example Figma), prototypes, style guides and assets as listed in the SOW. Prototypes demonstrate the design and are not production code.
• Research. Where user research is in scope, you are responsible for recruiting participants and obtaining their consent, unless agreed otherwise. Research findings are guidance, not guarantees.
• Development is separate. Implementation is not included unless the SOW says so.
• Fonts, icons and imagery. These may need their own licences in your name.

5. Digital Marketing & SEO (SEO, social media and paid ads)

• No ranking or performance guarantees. Search engines and social platforms control their algorithms. We do not guarantee rankings, traffic, reach, leads, sales or return on ad spend.
• Accounts. Ad accounts, Google Business Profile, Search Console, analytics and social media accounts should be owned by you, with access granted to us. At the end of the engagement, we will hand over any assets we created and remove our access.
• Ad spend. Ad spend is paid by you directly to the platform, or prepaid to us and passed through. Ad spend is non-refundable once spent or committed, and it is separate from our management fee.
• Platform policies. Campaigns must follow each platform’s advertising policies. We are not responsible for ad disapprovals, account restrictions or suspensions caused by your product, landing pages, claims or account history.
• Approvals and claims. You approve all ads and posts before they go live, and you are responsible for the truth of product claims, offers, prices and regulated content (for example health, finance or alcohol).
• Retainers. Monthly marketing and SEO retainers have a minimum term of 3 months, then continue month to month until either party gives 30 days’ written notice.
• Reporting. We provide reports at the frequency in the SOW, based on the platforms’ own data.
• SEO methods. We use white-hat methods only. We are not responsible for search engine penalties caused by work done by others before or during our engagement.

6. Branding & Graphic Design

• Concepts and revisions follow the stages and rounds in the SOW. Once a concept is chosen, it is developed further; other concepts are not transferred.
• Trademark clearance is not included. We create original work and avoid copying, but we do not carry out legal trademark searches or registration and do not give legal advice. Before you invest in a brand, we strongly recommend a trademark search by a qualified adviser in each country where you trade.
• Final files. On full payment, we deliver the final files in the formats listed in the SOW. Editable source files are included only if the SOW says so.
• Print. You approve final proofs before printing. Colours vary between screens and print processes. We are not responsible for printer errors or for errors in proofs you approved.
• Stock and fonts may need licences in your name.

7. Video Editing & UGC Ads

• Creators and talent. For UGC ads, we work with independent creators. Each creator signs a written release that grants the usage rights set out in the SOW.
• Usage rights. Unless the SOW says otherwise, UGC content is licensed for organic and paid use on the platforms listed in the SOW, worldwide, for 12 months from delivery. Use beyond the agreed term, media, territory or platforms (for example TV, out-of-home, whitelisting/Spark Ads beyond the term, or perpetual use) requires an extension fee. Raw footage is not included unless agreed.
• Minors. We only feature minors with written consent from a parent or guardian, and in line with platform rules.
• Honest advertising. UGC is advertising. You must make sure that scripts and claims are truthful and can be substantiated. Content must be clearly labelled as an ad where required, for example under US FTC rules, UK ASA/CAP rules and the UK Digital Markets, Competition and Consumers Act 2024, and with each platform’s paid-partnership tools. Creators will not be asked to present fake reviews or claim experiences they did not have.
• Platform ad policies. Content is made to fit Meta, TikTok and YouTube ad policies as published at the time. We cannot guarantee approval of any ad.
• Music and assets. We use licensed or royalty-free music and assets. Platform libraries such as TikTok’s Commercial Music Library may only be used on that platform. If you supply music, you are responsible for its licence.
• Product samples. You ship products to creators at your cost. Products are not returned unless agreed.
• Final delivery. Revisions are limited to the agreed rounds. Re-shoots caused by changes to the brief are billed separately.

8. 2D/3D Animation

• Production stages. Most animation projects follow these stages: script, storyboard or animatic, style frames, animation, then sound and final render. Your approval at each stage is final for that stage. Changes to an approved stage are billed as a change of scope.
• Voice-over and music are licensed for the uses in the SOW. Additional uses may need extra fees.
• 3D assets. Where you supply CAD or 3D files, you confirm you have the right to use them. Converting or cleaning up unsuitable files may be billed.
• Rendering. Render times and output formats are set in the SOW. Re-rendering because of late changes is chargeable.
• Project files. Editable project files (for example After Effects or Blender files) are included only if the SOW says so.

9. AI Automation (chatbots, workflows and integrations)

• AI output. AI systems can produce inaccurate, incomplete or inappropriate output. You are responsible for reviewing AI outputs and for keeping appropriate human oversight, especially before outputs are used for decisions about people, legal, medical, financial or safety matters.
• Third-party AI and software. Automations depend on third-party AI models, APIs and tools (for example OpenAI, Google, Anthropic, Zapier, Make or n8n). Their accounts should be in your name, and you pay their usage costs. Providers may change models, prices, limits or terms, or retire them. Fixing problems caused by those changes is billed unless covered by a support plan.
• Data. You are responsible for having a lawful basis to process the personal data your automations handle, for telling your users when they are dealing with an AI system where the law requires it (including under the EU AI Act), and for any required consents. We act as your processor and will sign a DPA on request.
• Testing and handover. We test automations against the scenarios in the SOW. Results may vary with real-world data.
• No guaranteed savings. Time and cost savings are estimates, not guarantees.

10. Business Consulting

• Advice, not decisions. Our consulting gives you strategy, recommendations and roadmaps based on the information you give us. Decisions, and their results, are yours.
• Not professional regulated advice. We do not provide legal, tax, accounting, financial or investment advice. Please get such advice from a qualified professional before acting on matters in those areas.
• No guarantee of results. We do not guarantee any business outcome, funding, growth or return.
• Sessions. Consulting sessions booked must be rescheduled at least 24 hours in advance, or they may be charged in full.

11. Maintenance, support and hosting management (where offered)

• Plans cover the hours, response times and tasks listed in the SOW. Unused hours do not roll over unless stated.
• Plans are billed monthly in advance and can be cancelled with 30 days’ written notice after any minimum term.
• We are not responsible for outages caused by hosting providers, third-party plugins or services, or changes made by others.

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