These terms of service govern your use of the website at sadnugg.hair and the computer systems design and integration services offered by Sad Nuggie Ltd. By accessing this website or engaging our services, you agree to be bound by these terms and by our privacy policy, which is available on our website. If you do not agree with any part of these terms, please do not use our website or our services.
We may update these terms from time to time, and your continued use of the website after an update takes effect means that you accept the new version. The most recent version of these terms is always shown on this page. We encourage you to review them occasionally so that you stay informed about the rules that apply to your use of our website and services.
Sad Nuggie Ltd. provides professional services in computer systems design, computer integrated systems design, and related technical services. Our team designs architectures, builds and integrates systems, secures environments, and provides ongoing managed care for the technology that keeps our clients running. The services described on our website are illustrative, and the precise scope of any engagement is defined in a written proposal agreed between us and you before work begins.
This website is operated by the developer SadNugg on behalf of Sad Nuggie Ltd., a company registered at 189 Front St W, Strathroy - N7G 1Y3, Canada (CA). Nothing on this website is a binding offer of a contract. A binding engagement arises only when both parties sign a written proposal, and these terms apply to every engagement that follows.
We serve clients of many sizes, from single operators to established organisations, and we tailor the depth of our work to the needs of each engagement. Where our website or our proposals refer to particular outcomes, those references are descriptions of intent, not guarantees of a specific result, and the statement of work is the definitive record of what we commit to deliver.
You must be at least eighteen years old, or the age of majority in your jurisdiction, to use our services or to submit information through our website. By using this website, you confirm that you meet this requirement. If you are using our services on behalf of a company or other organisation, you confirm that you have the authority to bind that organisation to these terms.
We may refuse service to anyone at our discretion, where permitted by law, and we will not be required to explain every refusal. Our refusal of service does not affect the validity of any engagement that has already been accepted in writing. These eligibility rules help us serve our clients clearly and keep our business operating in a responsible way.
You may use this website for lawful purposes only. You agree not to attempt to gain unauthorised access to any part of the website, its servers, or the systems connected to it, and not to interfere with the proper operation of the website. You may not copy, scrape, or reuse substantial portions of the content of this website without our written permission.
We grant you a limited, revocable, non-exclusive licence to view the content of this website for your personal, non-commercial use. All other rights are reserved, and nothing in these terms transfers any ownership interest in the website or its content to you. If you would like to reproduce any part of our content, please ask us first; we are usually glad to help.
The scope of each engagement is documented in a written proposal or statement of work that describes the services, deliverables, milestones, and fees. We perform our work with the skill and care reasonably expected of a professional computer systems design firm, and we communicate openly about progress, risks, and any changes to the plan as they arise.
Deliverables are provided in the form and format described in the statement of work, and final acceptance of a deliverable happens when you confirm that it meets the agreed criteria. If a deliverable requires your review before we can proceed, we will describe exactly what we need and give you a reasonable time to respond. Your timely input keeps the project on schedule and keeps the quality high.
Changes to the scope of an engagement are handled through a written change request that records the new work, the effect on the schedule, and any adjustment to the fees. Nothing is added to a project without your agreement, and nothing agreed in a change request is added without being reflected in the documentation. This keeps both sides clear about what has been promised and what remains to be done.
You agree to provide timely and accurate information about your systems, your requirements, and your goals so that we can perform the work correctly. You agree to give us reasonable access to the systems and people needed for the engagement, subject to your own security policies. You are responsible for obtaining any third-party licences or permissions needed for the work.
Where a task depends on information or decisions from you, the schedule will be adjusted to reflect any delays caused by late or incomplete responses. We are not responsible for failures caused by information that was inaccurate, incomplete, or withheld. Clear communication between us is the foundation of a successful project, and we commit to doing our part.
Fees are set out in the written proposal and are quoted in the currency stated there. Unless otherwise agreed, fees are payable on the schedule described in the proposal, and you agree to pay invoices within the stated payment terms. If payment is not received on time, we may pause work until the account is settled, after giving you notice.
Expenses incurred in performing the work, such as software licences or travel, are billed as described in the proposal. We may revise fees for additional work that falls outside the agreed scope, but only after discussing the change with you first and receiving your agreement. Our billing is transparent, and every invoice lists what it covers so there are no surprises.
Payment methods and the currency of settlement are stated on each invoice. Where you dispute an invoice in good faith, we will pause collection of the disputed amount while we review the matter together, and we will resolve the dispute promptly and fairly. Late payment interest is charged only where the proposal says so, and at a rate that is reasonable and lawful.
We will prepare deliverables that are original to the engagement, and ownership of those deliverables transfers to you upon full payment of the fees for the relevant phase. We retain ownership of the tools, frameworks, libraries, and know-how that we used to create the deliverables, and we grant you a perpetual licence to use those elements as part of your systems.
If a deliverable includes third-party material, its use is governed by the applicable third-party licence, and we will point out that material to you so you can review its terms. We grant you the right to use our deliverables for your own business purposes, and we will not reuse your confidential information or your specific designs in a way that would expose them to your competitors.
During an engagement, each party may receive confidential information from the other. Confidential information means non-public information that is identified as confidential or that a reasonable person would understand to be confidential. Each party agrees to use the other confidential information only for the purposes of the engagement and to protect it with reasonable security measures.
We will not disclose your confidential information except to staff and contractors who need it to perform the work and who are bound to confidentiality. These obligations continue after the engagement ends. Confidential information does not include information that is publicly known, information that was already in the receiving party possession, or information that is independently developed without use of the confidential material.
We encourage clients to mark particularly sensitive material as confidential, but the protections of this section apply even where no marking appears, provided a reasonable person would understand the information to be confidential. When an engagement ends, we will return or securely destroy confidential material that you request us to return or destroy, and we will confirm when that has been done.
Our work may involve, or your systems may depend on, software and services provided by third parties, such as cloud platforms, databases, and application tools. Those third parties have their own licences and terms, which apply to your use of their products. We will help you select and configure third-party products, but we are not responsible for the products themselves or for failures that originate within them.
We will point out any third-party terms that affect your use of a deliverable so that you can review them before you rely on the product. Where a third-party provider changes its terms or discontinues a service, we will help you evaluate your options and plan a transition. Staying informed about your dependencies is part of running a healthy system.
You agree not to use our website or our services in any way that violates applicable law, infringes the rights of others, or interferes with the operation of our business. You may not use the website to distribute malware, send unsolicited messages, or host unlawful content. You may not misuse our trademarks or the trademarks of our clients.
We may remove or refuse any content or activity that we reasonably believe breaches this section, and we will cooperate with lawful requests from authorities in relation to any misuse. These rules keep our website safe for everyone and protect the reputation of the businesses we work with. If you see something on our website that concerns you, please report it to us.
We warrant that our services will be performed in a professional manner and that our deliverables will substantially conform to the agreed statement of work. Our liability for any breach of this warranty is limited to re-performing the affected work at no additional charge or, at our option, refunding the fees paid for that work.
We do not warrant that any system will be error-free or that it will operate without interruption, because software and hardware cannot be guaranteed to behave perfectly in every situation. To the maximum extent permitted by law, all other warranties are excluded, including implied warranties of merchantability and fitness for a particular purpose. If a problem arises, tell us and we will work with you to resolve it.
For managed care engagements, our warranty is expressed through the service levels in the care agreement, which describe how quickly we respond to issues and how we report our performance. Those service levels are the measure of our work in that context, and they are reviewed together on a regular basis so that the service stays valuable to you.
To the maximum extent permitted by law, Sad Nuggie Ltd. shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, or goodwill, arising out of or relating to these terms or the services. Our total liability for all claims arising under an engagement shall not exceed the total fees you paid for the services in the twelve months before the claim.
Some jurisdictions do not allow the limitation or exclusion of certain damages, so the limitations above may not apply fully to you. This section survives the termination of any engagement. We take our responsibilities seriously and always aim to do right by our clients, but this section reflects the reality that professional services cannot come with an unlimited guarantee of outcomes.
You agree to defend, indemnify, and hold harmless Sad Nuggie Ltd. and its staff from and against any claims, damages, and reasonable costs arising out of your use of the website, your breach of these terms, or your violation of any law or the rights of a third party.
This obligation covers claims arising from content you submit, from misuse of deliverables, or from your failure to meet the responsibilities described in these terms. We will notify you promptly of any claim, allow you to control its defence where reasonable, and cooperate with your reasonable requests for assistance. This section is intended to be as broad as the law permits.
Either party may terminate an engagement by written notice if the other party commits a material breach that remains uncorrected for thirty days after written notice. We may suspend work immediately if you fail to pay when payment is due, or if continuing would violate law or put any person or system at risk.
On termination, you will pay for all work performed and expenses incurred up to the date of termination, and we will hand over any completed deliverables for which payment has been received. Sections of these terms that are meant to survive, such as those on confidentiality, intellectual property, and liability, will continue after termination. Ending a relationship should never feel complicated, and we will make the handover as smooth as we can.
We may revise these terms from time to time to reflect changes in our business, the law, or the way we provide services. When we make a change, we will update the effective date at the top of this page and, where appropriate, notify you by email or through a notice on our website.
Changes apply to any engagement that begins after the new version is published. For engagements already underway, the terms in effect when the engagement began continue to apply unless both parties agree otherwise in writing. We will always tell you what has changed and when the new version takes effect.
These terms and any engagement between us are governed by the laws of the province of Ontario and the federal laws of Canada applicable in that province, without regard to conflict of law principles. Any dispute arising out of these terms or our services will be resolved in the courts of Ontario, and you consent to the jurisdiction of those courts.
If any provision of these terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect. Nothing in these terms limits a consumer right that cannot be excluded by law. We would always prefer to resolve a disagreement through conversation, and we encourage you to contact us before any dispute escalates.
If you have any questions about these terms or about our services, please contact us. You can email us at serve@sadnugg.hair, call us at +17128542815, or write to our office at Sad Nuggie Ltd., 189 Front St W, Strathroy - N7G 1Y3, Canada (CA). We aim to respond to every message within one business day.
We would rather answer your questions than leave you guessing, so please do not hesitate to get in touch. Our team is glad to clarify any part of these terms in plain language. Thank you for taking the time to read this document and for considering our services.